New Delhi: Put notice to confirm capital infusion to avert a looming loan default, Amazon told Future Retail Ltd (FRL) that Samara Capital remains interested in buying out the debt-strapped retailer's businesses such as Big Bazaar for Rs 7,000 crore.

Asked by FRI's independent directors to confirm fit will infuse Rs 3,500 crore into the cash-strapped retailer to enable it to pay its lenders by the due date of January 29, Amazon wrote to them saying FRL should provide its financial details to Samara Capital for the private equity fund to conduct expedited due diligence.

"We confirm that based on your letter dated January 21, 2022, Samara Capital has once again reiterated to us that they remain interested and committed to lead and take forward the term sheet dated June 30, 2020, signed amongst Samara, FRL, and the promoters of FRL, which contemplates a purchase consideration of (Rs 7,000 crore)," Amazon said in January 22 letter to independent directors of FRL. Amazon, however, did not explain why Samara Capital was confirming this to the US firm rather than speak to FRL directly.

Samara Capital, which had in June 2020 signed a non-binding term sheet to acquire FRL's businesses including Big Bazaar, Easyday, and Heritage, among other chains, for Rs 7,000 crore, couldn't be independently reached to confirm the offer.

An email sent to Amazon asking why Samara Capital was communicating with it and not with Future Retail directly re- remained unanswered.

Emails sent to Future and Reliance also remained unanswered by the time of filing the story.

According to sources, Amazon is trying to facilitate the deal between Samara and FRL to protect its own investment in the future, and ensure that FRL doesn't sell its injuncted assets to Reliance Retail or entities prohibited as per the original contract.

Amazon, in its January 22 letter, said: "The transaction envisaged in the Samara term sheet would ensure availability of funds in FRL at the earliest, through an asset sale and an equity infusion, which would be a direct antidote to FRI's indebtedness".

While Amazon is opposed to billionaire Mukesh Ambani's group acquiring businesses of FRL along with other group companies for Rs 24,713 crore, it seemed from the letter that it was open to Samara Capital taking over the business.

The Amazon letter, a copy of which was seen by PTI, asserted that the engagement with Samara will not affect the binding nature of the injunctions passed in the Arbitration Proceedings and by Indian Courts over transfer/encumbrance of FRL's retail assets.

It said the new transaction will have the understanding that "the transaction with the Mukesh Dhirubhai (Reliance Industries Limited) group (MDA Group) will not proceed and not be acted upon, and all assistance would be done through legally compliant structures".

Amazon argued that the structure with Samara in place is also similar to the proposed acquisition of the retail and wholesale undertaking of the Future group (which includes FRL's retail assets) by Reliance Retail and Fashion Lifestyle Ltd (RRFLL).

"We understand that this entity has negligible business operations and whose parent entity Reliance Retail Ventures Ltd (RRVL) has received at least Rs 47,265 crore from various foreign investors. We also understand that this amount is proposed to be utilized to fund the acquisition of FRL's retail, wholesale, and to logistics assets," the letter said. It further said a "strikingly similar structure".

The letter said the Samara Term Sheet provides for a to com acquisition of all retail assets ume of FRL, including the "small 2021 store formats" comprising the of ar "Easy Day", "Adhaar" and next "Heritage" brands, through an Indian owned and controlled entity structure led by Samara and supported by Amazon.

Amazon has requested the Prin independent directors to provide Samara the opportunity of t to conduct due diligence of FRL.

"If access can be provided do in relation to all financial, tax, regulatory, operational, licenses, assets, encumbrances, material contracts, material liabilities, material litigations, material investigations, and similar data which was shared with the MDA Group, Samara is ready to commence the due diligence exercise from Sunday, January 23, 2022, and complete it in an expedited manner," Amazon said.

Source - PTI