Reliance Retail Ventures Ltd (RRVL) will acquire 66.95% in Just Dial Ltd for ₹3,497 crore, giving the retail arm of India’s most valuable company access to a database of millions of merchants and other users.
Reliance Retail will be classified as a promoter of Just Dial post this deal, it said on Friday.
Just Dial founder V.S.S. Mani will continue to lead the business-to-business (B2B) search engine as its managing director and chief executive officer.
The transaction will help RRVL leverage Just Dial’s existing database of 30.4 million listings and its existing consumer traffic of 129.1 million quarterly unique users (as of 31 March).
According to the agreement, Just Dial will allot 21.2 million preferential equity shares (equivalent to 25.33% post preferential share capital) at ₹1,022.25 per share to RRVL.
The RIL subsidiary will also acquire 13.1 million equity shares from Just Dial’s founder Mani (equivalent to 15.62% post preferential share capital) at a price per share of ₹1,020. This would give a controlling stake of 40.95% to RRVL in Just Dial.
RRVL will also make an announcement to the public shareholders of Just Dial to acquire up to 21.7 million shares of Just Dial, representing 26% in accordance with takeover regulations, taking the total shareholding to 66.95%.
“Reliance is excited to partner with Just Dial and V.S.S. Mani, a first-generation entrepreneur who has created a strong business through his business acumen and perseverance. The investment in Just Dial underlines our commitment to new commerce by further boosting the digital,” said Isha Ambani, director, RRVL.
Just Dial’s search engine platform provides search-related services to users across India through multiple platforms such as websites, apps, over the telephone, and text messages.
The company recently launched its B2B marketplace platform JD Mart, which is aimed at enabling millions of manufacturers, distributors, wholesalers and retailers to become internet-ready in the post-covid era, get new customers and sell their products online.
The platform offers digital product catalogues to businesses and aims at digitalizing India’s businesses, especially micro, small and medium enterprises or MSMEs, across categories.
The capital infused by RRVL will help drive the growth and expansion of Just Dial into a comprehensive local listing and commerce platform.
The transaction is subject to shareholder and other customary closing conditions and approvals.
Morgan Stanley acted as a financial adviser, JM Financial as the manager to the open offer, Shardul Amarchand Mangaldas and Khaitan and Co. as legal advisers, and Deloitte as accounting and tax advisers to RRVL.