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ANNEXURE – 19
Summary in terms of Regulation 13(1A) of the Competition Commission of
India (Procedure in regard to the transaction of business relating to
combinations) Regulations, 2011 (as amended)
A. Name of the parties to the combination
- The parties to the combination are:
- (a) Alpha Alternatives Holdings Private Limited (“AAHPL”);
- (b) Purple Aster Ventures LLP (“Purple Aster”);
- (c) Helium Services LLP (“Helium”);
- (d) Quanterra Stratergies LLP (“Quanterra”);
- (e) Alpha Alternatives Financial Services Private Limited (“AAFSPL”);
- (f) Spectrum Edge LLP (“Spectrum Edge”);
- (g) Arsenio Strategies Pvt. Ltd. (“Arsenio”);
- (h) Dilip Buildcon Limited (“DBL / Target Company”)
Target SPVs of DBL / Target Company
- (i) Dodaballapur Hoskote Highways Ltd ("DHHL")
- (j) Repallewada Highways Limited ("RHL")
- (k) Narenpur Purnea Highways Ltd ("NPHL")
- (l) Dhrol Bhadra Highways Ltd ("DBHL")
- (m) Bangalore Malur Highways Ltd ("BMHL")
- (n) Malur Bangarpet Highways Ltd ("MBHL")
- (o) DBL Viluppuram Highways Ltd ("DVHL")
- (p) DBL Poondiyankuppam Highways Ltd ("DPHL")
- (q) Sannur Bikarnakette Highways Limited ("SBHL")
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- (r) Bangarupalem Gudipala Highways Limited ("BGHL")
- (s) Raipur-Visakhapatnam-Cg-2 Highways Limited ("RVHL")
- (t) Maradgi Andola-Baswantpur Highways Limited ("MABHL")
- (u) Karimnagar-Warangal Highways Limited ("KWHL")
- (v) Mehgama-Hansdiha Highways Limited ("MHHL")
- (w) Urga-Pathalgaon Highways Limited ("UPHL")
- (x) Bangaluru Vijaywada Expressway Package -1 Ltd ("BVEP1L")
- (y) Bangaluru Vijaywada Expressway Package -4 Ltd ("BVEP4L")
- (z) Bangaluru Vijaywada Expressway Package -7 Ltd ("BVEP7L")
The entities listed under (a) to (g) above are collectively referred to as the
“Acquirers” and AAHPL is individually referred to as the “Acquirer”. The
entities listed under (i) to (z) above are collectively referred to as “Target SPVs”.
The entities listed under (i) to (p) above are collectively referred to as the
“Operating Asset SPVs” and entities listed under (q) to (z) are collectively
referred to as the “Under Construction Assets”. AAHPL, DBL and the Target
SPVs (i.e., the Operating Asset SPVs and Under Construction Assets) are
collectively referred to as the “Parties”.
B. Nature and purpose of the combination
- The “Proposed Transaction” involves two inter-connected steps. Step 1
involves acquisition of 9.99% of the equity shareholding on a fully diluted basis
in DBL by way of subscription to warrants by AAHPL (through other Acquirers).
Step 2 involves acquisition of 26% equity shareholding and investment in
certain non-convertible debentures (NCDs) in the Target SPVs by AAHPL
(cumulatively along with its affiliates which are wholly-owned subsidiaries).
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- The Proposed Combination is being notified to the Hon’ble Commission under
Section 6(2) read with Section 5 of the Competition Act, 2002.
C. Products, services and business(es) of the parties to the combination
Acquirer Group
- AAHPL is a multi-asset class asset management firm that raises capital and
manages investments on behalf of its clients.
DBL
- DBL is largely engaged in the following segments i.e., (i) construction of road
and highways; ii) construction of water supply and irrigation projects (iii) metro
and airports constructions; (iv) tunnel construction projects; (v) mining
operations mining excavation projects on an EPC basis; (vi) special bridges and
urban development; and (vii) infrastructure maintenance and operations
business, under which DBL undertakes maintenance and operation of BOT
road projects with a presence in 19 states and 1 union territory in India.
Target SPVs
- The Target SPVs operate Hybrid Annuity Model (HAM) projects (constructed
and under construction projects) engaged in the road infrastructure sector in
India.
D. Respective markets in which the parties to the combination operate
- There are no horizontal overlaps, vertical interfaces / relationships, or
complementary relationships between the Acquirer Group, including all
Acquirer Group Affiliates per the Guidance Notes to Form I on one hand and
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DBL (including its affiliates) and the Target SPVs on the other hand, the
Proposed Transaction will not cause an appreciable adverse effect on
competition in India, in any plausible market. Therefore, the relevant product
and geographic markets may be left open.
E. Green channel filing
- Accordingly, the Proposed Transaction is being notified to the Hon’ble
Commission under the Green Channel route in terms of Regulation 5A and
Schedule III of the Competition Commission of India (Procedure in regard to
the transaction of business relating to combinations) Regulations, 2011 (as
amended).
