The Reserve Bank of India (RBI) has given its approval for the reverse merger of IDFC Ltd with its banking subsidiary IDFC First Bank, according to a regulatory filing. The boards of IDFC First Bank and IDFC have approved the reverse merger in July.
“….IDFC Limited and IDFC Financial Holding Company (IDFC FHCL) have received letters dated December 26, 2023 from RBI whereby RBI has conveyed its ‘No Objection’ to the composite scheme of amalgamation, subject to compliance with the terms specified therein,” IDFC Ltd said in the regulatory filing.
As part of the composite scheme of amalgamation, IDFC FHCL would first merge with IDFC and then IDFC into IDFC First Bank Ltd.
“The scheme remains subject to other statutory and regulatory approvals, including from the National Company Law Tribunal and the respective shareholders and creditors of the companies involved under the applicable laws,” it said.
Under the proposed reverse merger scheme, an IDFC shareholder will get 155 shares for every 100 shares she/he holds in the bank. Both stocks have a face value of Rs 10 each.
According to the amalgamation scheme, 264.64 crore shares of IDFC FIRST Bank held by IDFC Ltd will get extinguished, and based on the share exchange ratio mentioned above, 248 crore new shares of IDFC FIRST Bank would be issued to the shareholders of IDFC Ltd based on their respective holdings.
After the merger, the standalone book value per share of the bank will increase by 4.9 per cent, as calculated on the audited financials as of March 2023, it said, adding that as of June 2023, IDFC through its non-financial holding company, owned 39.93 per cent in IDFC First Bank.
IDFC was an infra lender in the private sector space, and following its bigger peers like ICICI and IDBI, it also launched a banking subsidiary in 2015 — IDFC Bank — but could not make a mark as the other two could do.
Like HDFC Bank, the merged IDFC First Bank will also have no promoter entity, but fully owned by institutional and public shareholders. IDFC began as an infra lender in 1997. It got in-principle approval from the RBI to set up a bank in April 2014, and in October 2015, it launched IDFC Bank when on-tap licensing began, following which loans and liabilities of IDFC were transferred to the bank.
In December 2018, it took over Capital First, a consumer and MSME-focused non-bank since 2012, and was renamed as IDFC First Bank and became a full-service universal bank.
(With Inputs from Agencies)
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