Ondeo Nalco Delisting Offer price at Rs.724.90

Kotak Mahindra Capital Company Ltd ("Manager to the Offer"), on behalf of Nalco Holding Company & Nalco Company ("Acquirers") has issued this Public Announcement ("PA") to the equity shareholders of Ondeo Nalco India Ltd ("Target Company"), in respect of the proposed acquisition and delisting of the equity shares ("Transaction") of the Target Company in accordance with the Securities and Exchange Board of India (Delisting of Securities) Guidelines 2003 ("Guidelines").

The Offer:

The Acquirer proposes to make an offer to acquire all outstanding Shares not currently held by it, being 999,299 fully paid-up Shares ("Offer Shares"), in accordance with this PA ("Offer"). Consequent to the Offer and the public shareholding in the Company being below the minimum required threshold for continuous listing, the Acquirers will seek to voluntarily delist the shares from the Bombay Stock Exchange Ltd ("BSE") and the Calcutta Stock Exchange Ltd ("CSE" and together with the BSE the "Stock Exchanges") where they are currently listed.

Nalco Holding Company being the ultimate parent company of Nalco Company has been designated as Acquirer for this Offer. However, all shares accepted in this Offer are proposed to be acquired by Nalco Company.

The Floor Price for the reverse book-building process as stipulated by the Guidelines has been computed as Rs 724.90/-, which is derived from the P/E multiples of chemical companies composite (as defined in the said magazine) comparables and the earnings of the Company for the year ended March 31, 2006.

The average of daily closing prices for the last 26 weeks prior to that date of this PA, on the BSE, is Rs 596.76 and the average of the high and low of the weekly closing prices for the last 26 weeks prior to the date of the PA, on the BSE is Rs 598.92. The floor price represents 21.4% & 21.0% premium over the said prices respectively.

The Acquirers shall announce the Discovered Price, the Exit Price and its decision to accept or offer the Exit Price or reject the Discovered Price in the same newspapers in which this PA will appear, in accordance with the timetable set out in this PA.

The proposed timetable for the Offer:
Specified Date: October 30, 2006
Bid Opening Date: November 07, 2006
Bid Closing Date: November 10, 2006
PA of Exit Price and Acquirers acceptance / non-acceptance of Exit Price: November 13, 2006
Final Settlement Date (Shares in dematerialised form): November 14, 2006
Last day for Physical Shareholders to tender their Shares: December 01, 2006
Final Settlement date (Shares in physical form): December 04, 2006

Source : Equity Bulls

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