Privatisation-bound Bharat Petroleum Corporation Ltd (BPCL) on Friday said it has sold its entire 61.5 per cent stake in Numaligarh Refinery in Assam to a consortium of Oil India Ltd and Engineers India and Government of Assam for Rs 9,876 crore. OIL bought a 54.16 per cent stake to raise its shareholding in the refinery to 80.16 per cent, the company said in stock exchange filings.
Its partner, Engineers India Ltd (EIL) bought a 4.4 per cent stake and the balance 3.2 per cent was acquired by Government of Assam. The sale of Numaligarh Refinery Ltd (NRL) clears the way for privatisation of India's second-largest fuel retailer.
In keeping with the Assam Peace Accord, the government had decided to keep NRL in the public sector. As part of this, BPCL was to sell its entire 61.65 per cent stake to state-owned firms. A consortium of OIL, EIL, and Government of Assam expressed interest in buying the stake.
"A Sale Purchase Agreement has been signed on March 25, 2021 between BPCL and the consortium of OIL and EIL for sale of 43.05 crore in NRL to the consortium at a consideration of Rs 9,375.96 crore," BPCL said in the filing. The remaining 2.29 crore equity shares have been transferred to Government of Assam for Rs 499.99 crore.
"Post these acquisition OIL's cumulative equity shareholding in NRL (including pre-acquisition 26 per cent shareholding) is 80.16 per cent," the firm said in a separate filing. EIL said it paid Rs 699.99 crore for 3.21 crore shares in NRL while OIL bought 39.84 crore shares for Rs 8,675.96 crore.
"Chairman and Managing Director OIL, who is presently a nominee director of OIL on the board of the Target Company (NRL) would be designated as Chairman," it said. Existing directors nominated by BPCL on the board of NRL would resign and rights of BPCL to appoint directors would be extinguished, it said.
BPCL sold shares in NRL at a price of Rs 217.75 per share, totalling Rs 9,875.96 crore. NRL operates a 3 million tonnes per annum oil refinery in Assam.
OIL currently holds 26 per cent stake in NRL while Government of Assam has around 12.35 per cent. Post NRL sale, BPCL would be left with three refineries at Mumbai, Kochi (Kerala) and Bina (Madhya Pradesh).
The government is selling its entire 52.98 per cent stake in BPCL in the nation's biggest privatisation till date. Vedanta Group and private equity firms Apollo Global and I Squared Capital's Indian unit Think Gas have put in an expression of interest for buying the government's stake.
The sale of NRL is the first step towards the disinvestment of BPCL. The government has already indicated that it expects to complete BPCL privatisation by the first half of the fiscal beginning April (2021-22).
The sale is key to achieving the Rs 1.75 lakh crore disinvestment target set for 2021-22. BPCL will give the buyer ownership of around 15.33 per cent of India's oil refining capacity and 22 per cent of the fuel marketing share.
NRL is looking to expand its refining capacity from 3 million tonnes per annum to 9 million tonnes a year at an investment of Rs 22,594 crore. The project is expected to be completed by 2024. The expansion also involves setting up of crude oil pipeline from Paradip in Odisha to Numaligarh and a product pipeline from Numaligarh to Siliguri in West Bengal.
In the run-up to the privatisation, BPCL last month agreed to buyout Oman Oil Company's shares in the Bina refinery project for about Rs 2,400 crore. BPCL holds a 63.68 per cent stake in Bharat Oman Refineries Ltd (BORL), which built and operates a 7.8 million tonne oil refinery at Bina. It will buy 36.62 per cent of the equity share capital from OQ S.A.0.C. (formerly known as Oman Oil Company S.A.0.C.) for Rs 2,399.26 crore.
BORL was incorporated in February 1994 to build a refinery at Bina. The unit initially could turn 6 million tonnes of crude oil annually into fuel, which was subsequently raised to 7.8 million tonnes.
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