Sidley acted as sole U.S. counsel to lead managers Kotak Mahindra, DSP Merrill Lynch, Morgan Stanley, HDFC Bank and SBI Capital Markets in connection with a US$3.6 billion rights issue of equity shares of Vodafone Idea Limited pursuant to Section 4(a)(2) and Regulation S. This transaction was India’s largest rights issue where offers and sales were also made to qualified institutional buyers in the U.S. and institutional investors outside of India.
Vodafone Idea was formed after the merger between two large Indian telecommunications operators, Vodafone India and Idea Cellular, in August 2018. It had a revenue market share of approximately 32% of the Indian mobile telecommunications services industry (excluding wireline revenue for Bharat Sanchar Nigam Limited and Mahanagar Telephone Nigam Limited) for the quarter ended December 31, 2018. Vodafone Idea’s controlling shareholders are the Aditya Birla Group and the Vodafone Group companies. The Aditya Birla Group is one of the largest business groups in India and is a conglomerate with operations in more than 34 countries. The Aditya Birla Group has a history of over 50 years and has business interests in, among others, metals and mining, cement, carbon black, textiles, garments, chemicals, fertilizers, insurance, financial services and mobile telecommunications industries. The Vodafone Group is one of the world’s largest telecommunications companies and provides a range of services including voice, messaging, data and fixed communications. Vodafone Group has mobile operations in 25 countries, partners with mobile networks in 42 more, and fixed broadband operations in 19 markets. It has the largest spectrum portfolio among all telecommunications operators in India and had 387.2 million subscribers as of December 31, 2018.
The multi-office Sidley team comprised of partners Manoj Bhargava (Singapore), Ankit Kashyap (Singapore), Nicholas R. Brown (New York) and Brian M. Kaplowitz (New York); counsel Carla G. Teodoro (New York); and associates Varun Jetly (Singapore) and Christian D. Molander-Barraza (New York). In addition, S&R Associates led by partners Sandip Bhagat and Jabarati Chandra was counsel to the issuer, and Cyril Amarchand Mangaldas led by partners Yash Ashar and Abhinav Kumar was counsel to the lead managers.