The Competition Commission of India has approved the proposed combination involving, inter alia, Agro Tech Foods Limited (ATFL), Bharti Enterprises Limited (BEL), DMPL India Limited (DMPL India) and Del Monte Foods Private Limited (DMFPL).

The Proposed Combination involves the following:

a) Acquisition of 100% shareholding in DMFPL from its existing shareholders, i.e., BEL, Bharti Units (as set out below) [(BEL and Bharti Units, collectively Bharti)], and DMPL India by ATFL. Pursuant to this acquisition, DMFPL would become a wholly-owned subsidiary of ATFL.

b) Issuance of 20.95% and 14.39% equity shares in ATFL to Bharti and DMPL India, respectively by way of preferential allotment by ATFL, in discharge of its consideration for ATFL’s 100% acquisition in DMFPL.

Bharti Units comprise of Bharti (SBM) Holdings Private Limited (Bharti SBM); (ii) Bharti (RBM) Holdings Private Limited (Bharti RBM), (iii) Bharti (RM) Holdings Private Limited (Bharti RM) and the Bharti (Satya) Trustees Private Limited (on behalf of Bharti (Satya) Family Trust) (Bharti Satya).

ATFL is a publicly listed company, engaged in the business of manufacturing, marketing, and selling a wide range of food products and edible oils. 

BEL is involved in rendering management consultancy services within the Bharti Group itself.

DMPL India is an investment holding company that has controlling interests in branded food and beverage companies that produce, market, and sell packaged fruit, vegetable and tomato sauces, condiments, pasta, broth, stock, juices, and frozen food products, under various brands. Apart from its investment in DMFPL, DMPL India has no business presence in India.

DMPFL is engaged in the manufacture and sale of packaged foods such as snacks, ‘ready to eat’ foods, sauces, spreads and dips, edible oils, and pasta in India.

Detailed order of the Commission will follow.

Proposed combination: ATFL to acquire DMFPL with consideration via preferential equity issuance to sellers. The Competition Commission of India approved a proposed combination in which Agro Tech Foods Limited will acquire 100% of Del Monte Foods Private Limited, making DMFPL a wholly owned subsidiary, and ATFL will discharge consideration by a preferential allotment of equity shares to Bharti and DMPL India.