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Indiabulls Real Estate, Embassy Group merger in the final lap, co. seeks NCLT nod

The proposed merger between Embassy Group and Indiabulls Real Estate is nearing completion, as both businesses have filed the necessary joint application with the NCLT's jurisdictional bench for approval of the merger scheme.

Indiabulls Real Estate said in a regulatory statement that the combination has gained approval from the Competition Commission of India (CCI), stock exchanges, and the Securities and Exchange Board of India (SEBI). Following the merger, Embassy Group will possess 44.9 percent of the merged listed firm, 26.2 percent of existing public and institutional shareholders, 9.8 percent of existing IBREL promoter group, and roughly 19.1 percent of the Blackstone Group and other Embassy institutional investors.

Embassy Group already owns 14 percent of listed Indiabulls Real Estate and will become the combined entity's promoter once the merger is completed later this year. The proposed merger between the two property developers is expected to be completed by the end of December, marking Indiabulls Group's complete exit from the real estate market. The developers finalized their official merger agreements last year, and their respective boards of directors authorized the necessary share swap ratio.

Embassy subsidiaries NAM Estates (NAM) and Embassy One Commercial Property Developments (NAM Opco) will swap shares with Indiabulls Real Estate in a cashless transaction. Indiabulls Real Estate shares were valued at Rs. 92.5 per share, according to the agreements authorized by the boards of both merging businesses, and shareholders of Embassy subsidiary NAM will receive 6.619 shares of Indiabulls Real Estate for every 10 shares of NAM. NAM Opco shareholders will receive 5.406 Indiabulls Real Estate shares for every 10 NAM Opco shares.

The combined organization is projected to provide shareholders with diversification through a balanced mix of residential and commercial development, as well as visibility on near-term cash through sold receivables of roughly Rs 4,000 crores.


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