GESCO officials on Tuesday filed the counter-offer document with the Securities and Exchange Board of India (Sebi). The much-awaited offer has been made for 33.5 per cent of the equity capital of GESCO. This, along with 11.5 per cent of the equity capital of the company held by the Sheths, aggregates to 45 per cent of the total equity of GESCO. The Dalmias have bid for an additional 45 per cent of GESCO. They currently hold 10.5 per cent in GESCO.

Tables were finally turned in the GESCO takeover attempt drama, which has been unfurling over the last three weeks - during which Mr Abhishek Dalmia, on the prowl, upped his offer price from Rs 23 to Rs 27 - to take new for 33.5% of GESCO at Rs 36 per share dimensions. The GESCO scrip on the BSE, which witnessed hectic activity with a volume of 2,64,003 shares during the day, opened at Rs 38.80. After touching an intra- day high of Rs 41.85 and intra-day low of Rs 37.10, the scrip closed at Rs 41.20.

The Dalmias' hostile takeover bid for Gesco's 45 per cent equity at Rs 23 on October 18, was in concert with one Mr Sanjay Bakshi. This offer was subsequently upped to Rs 27, two days later.

The counter-offer comes after much speculation in the media, ranging from Sheths' counter-offer price to Dalmias being charged with breach of the takeover code and both sides firing shots in the open. Amidst hectic parleys with possible saviours as last-ditch attempts were made to counter the hostile bid, Mahindra Realty emerged as the knight in shining armour just a day before the counter-offer was filed.

According to MRIDL director Arun Nanda, the total acquisition cost for the counter-offer would work out to around Rs 35 crore. This is being funded by a line of credit provided by HDFC. Kotak Mahindra Capital Company, the advisor to Sheths and MRIDL, would issue an advertisement in the newspapers on November 9. The counter-offer has to be made by November 10, as per Sebi norms.

Commenting on a further counter-offer from Dalmias, Mr Nanda said: "The democratic norms enable anyone to make a counter-offer and we are open to it."

Speaking to The Financial Express

from New Delhi, Mr Dalmia, who was closetted in meetings with his advisors through the better part of the day, said he was in discussions with his advisors and merchant bankers and would firm up a strategy shortly in response to the Sheths-Mahindras joint counter-offer for GESCO. "We are discussing various options and will come out with our strategy soon", Mr Dalmia said.

Sources said the Dalmias are now keen to play their cards carefully and do not want to go public with a half-baked strategy. The Dalmias are reported to have a war-chest of around Rs 70 crore to bankroll the hostile bid.

HDFC, whose chairman Deepak Parekh had successfully mediated in thwarting the hostile bid by the Dalmias, also stands to gain by the synergies developed by the association of MRIDL and Sheths.

It is believed that the consolidation in the construction business would also boost the prospects of HDFC as a financial institution. The counter- offer would lead to MRIDL and Sheth group holding GESCO shares in a 3:2 ratio, which would also reflect on the composition of the board and the shareholding pattern.

Officials at GESCO and MRIDL believe that the roping-in of MRIDL would enable GESCO to access its expertise as well as evolve synergies, improving prospects of the company.