Bain to buy 18% in Manappuram Finance for ₹4,385 crore, become promoter after open offer

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Manappuram Finance Limited has announced a ₹4,385 crore investment deal with Bain Capital Asia, under which the private equity firm will acquire an 18% stake through a preferential allotment of equity shares and warrants.

Following the completion of the transaction and a mandatory open offer, Bain Capital will be classified as a joint promoter alongside existing promoters V.P. Nandakumar and Sushama Nandakumar.

As per the company’s filing on March 20, Bain Capital will acquire 9.29 crore equity shares at ₹236 per share through its investment arm, BC Asia Investments XXV Limited. An equal number of warrants will be issued at the same price to BC Asia Investments XIV Limited, with each warrant convertible into one equity share.
The conversion option can be exercised in one or more tranches between four and 18 months from the allotment date. The transaction is subject to shareholder approval and regulatory clearances from the Reserve Bank of India and the Competition Commission of India.
Bain Capital will gain the right to appoint a director to Manappuram Finance’s board, providing it with joint control of the non-banking financial company (NBFC).

Additionally, the deal will trigger a mandatory open offer for an additional 26% stake in Manappuram Finance, which could potentially increase Bain Capital’s holding beyond 40%.

Following the transaction, the existing promoters will retain a 28.9% stake in the company.

In a separate development, the board of Manappuram Finance has approved an agreement between the company, V.P. Nandakumar, and Manappuram Asset Finance Limited (MAFL) to acquire a 99.917% stake in MAFL, a non-deposit-taking NBFC.

Manappuram Finance has scheduled an Extraordinary General Meeting (EGM) on April 16, 2025, to seek shareholder approval for the preferential allotment and related amendments to its Articles of Association.



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