UTV plans U.K. AIM delisting

Company moves to consolidate, follows Network18 lead

NEW DELHI -- UTV Software Communications plans to de-list its U.K.-based motion pictures subsidiary UMP Plc in January.

UMP Plc was listed on London's Alternative Investment Market in 2007, as UTV Motion Pictures raised US$70 million by placing of 24.137 million ordinary shares at a placing price of $2.90.

“Cancellation is expected to occur at 7 am on Jan. 8, 2010,” UTV said in a filing to the Bombay Stock Exchange Wednesday.

UTV, which currently owns 76.82% of UMP, has also approved acquiring the remaining stake in the company, valuing the overseas subsidiary at $271.92 million.

"If the scheme becomes effective, UMP will be dissolved (without winding up). Application will be made to the London Stock Exchange for the cancellation of the UMP shares from admission to trading on AIM," UTV said in its filing to the BSE.

Under the proposal, holders of every 3.75 UMP shares will get one new UTV share. The proposal values each UMP share at $2.61, based on the Indian closing price of Rs 475 (US$9.85) per UTV share on Sept. 11.

UTV's move follows a similar recent development by Network18 that upped its stake to a majority share in its U.K.-based film subsidiary Indian Film Co., which also listed on AIM in 2007 among other Indian players such as animation major DQ Entertainment.

UMP would convene a court meeting of shareholders pursuant to the approval received from the High Court of the Isle of Man for the purpose of approving the said scheme, the filing said.
UMP Plc, formerly UTV Motion Pictures Plc, is a holding company for UTV (Mauritius). Under the proposed plan, there would also be a merger of UTV (Mauritius), which is UMP's subsidiary, into UTV pursuant to the Indian scheme and a scheme of arrangement under Mauritius law between UTV (Mauritius).

UMP has had a string of hits in recent years such as 2008's historical epic “Jodhaa Akbar” while experimenting with offbeat fare such as the recent crime caper “Kaminey."