KS Oils to issue shares on preferential basis

KS Oils Ltd has announced that an Extra-Ordinary General Meeting (EGM) of the members of the Company will be held on December 12, 2006, inter alia, to transact the following:

1. To issue, offer and allot upto 32,91,656 equity shares of Rs 10/- each ("Equity Shares"), fully paid up by way of preferential allotment at a premium of Rs 170/- per Equity Share aggregating to Rs 59,24,98,080 to the following, subject to necessary provisions and approvals:

1. Citigroup Venture Capital International Growth Partnership Mauritius Ltd : 32,73,366 Equity Shares; and

2. Gautam Nayak and Keshav Bhujle : 18,290 Equity Shares (in their capacity as trustees of the following trusts:

2.1. Growth Partnership Ajay Relan Co-Investment Trust;

2.2. Growth Partnership P R Srinivasan Co-Investment Trust;

2.3. Growth Partnership Vinayak Shenvi Co-Investment Trust;

2.4. Growth Partnership J K Basu Co-Investment Trust; and

2.5. Growth Partnership Vivek Chhachhi Co-Investment Trust)

2. To issue, offer and allot upto 17,08,344 warrants ("Investor Warrants") to the persons mentioned below, on a preferential allotment basis, on such terms and conditions and in such manner as the Board may think fit, each Investor Warrant entitling the holder thereof to apply for and be allotted one equity share of Rs 10 per Investor Warrant, which exercise must be made within a period not exceeding eighteen months from the date of allotment of the Investor Warrants, in one or more tranches, in accordance with SEBI (DIP) Guidelines and other relevant guidelines as may be applicable, such that the equity shares to be issued on exercise of the Investor Warrants, give rise in aggregate upto 17,08,344 equity shares of Rs 10/- each fully paid up at a premium of Rs 170/- per equity share aggregating to Rs 30,75,01,920 of which a sum of upto Rs 18 per Investor Warrant would be payable at the time of allotment of the Investor Warrant (aggregating to upto Rs 3,07,50,192 and an additional sum of upto Rs 162 per Investor Warrant would be payable at the time of exercise of the Investor Warrant and such equity shares to be allotted to the holders of the Investor Warrants on exercise shall rank pari passu in all respect including entitlement for dividend with the then existing equity shares of the Company, subject to necessary provisions and approvals:

1. Citigroup Venture Capital International Growth Partnership Mauritius Ltd : 16,98,853 Investor Warrants; and

2. Gautam Nayak and Keshav Bhujle : 9,491 Investor Warrants (in their capacity as trustees of the following trusts:

2.1. Growth Partnership Ajay Relan Co-Investment Trust;

2.2. Growth Partnership P R Srinivasan Co-Investment Trust;

2.3. Growth Partnership Vinayak Shenvi Co-Investment Trust;

2.4. Growth Partnership J K Basu Co-Investment Trust; and

2.5. Growth Partnership Vivek Chhachhi Co-Investment Trust;)

3. To issue, offer and allot upto 23,00,000 warrants ("Promoter Warrants") to Promoters on preferential allotment basis, on such terms and conditions and in such manner as the Board may think fit, each Promoter Warrant entitling the holder thereof to apply for and be allotted one equity share of Rs 10 per Promoter Warrant, which conversion must be made within a period not exceeding eighteen months from the date of allotment of the Promoter Warrants, in one or more tranches, in accordance with SEBI (DIP) Guidelines and other relevant guidelines as may be applicable, such that the equity shares to be issued on exercise of Promoter Warrants so issued or allotted, give rise in aggregate upto 23,00,000 equity shares of Rs 10/- each fully paid up at a premium of Rs 170/- per equity share aggregating to Rs 41,40,00,000 of which a sum of upto Rs 90 per Promoter Warrant would be payable at the time of allotment of the Promoter Warrant (aggregating to upto Rs 20,70,00,000/- and an additional sum of upto Rs 90/- per Promoter Warrant would be payable at the time of exercise of the Promoter Warrant and such equity shares to be allotted to the holders of the Promoter Warrants on exercise shall rank pari passu in all respects including entitlement for dividend with the then existing equity shares of the Company, subject to necessary provisions and approvals.

Source : Equity Bulls

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