A beleaguered Fortis , being investigated by government for financial irregularities, had several suitors lined up at its doors in just a few weeks. TPG-backed Manipal Hospitals Sunil Kant Munjal of Hero Enterprise and the Burman family, IHH Healthcare of Malaysia, Fosun of China and Radiant Lifecare were engaged in a fierce battle for India’s second-largest private hospital chain by market value.Hero and Dabur finally beat IHH, Manipal-TPG and Radiant Life Care-KKR yesterday to win the acquisition war for Fortis in a months-long cliffhanger. IHH, KKR and Manipal-TPG had been circling Fortis over the last 18 months but hadn’t made concrete offers for the asset until earlier this year.Independent director Brian Tempest told ET that liquidity and certainty were the reasons that made the Fortis board pick the offer proposed by Munjal and the Burmans.Over the past month, the Munjal-Burman combine competed with binding offers by Manipal-TPG, IHH Healthcare and Radiant Life Care-KKR. On Thursday, the Fortis Healthcare board was locked in a room on the fifth floor of Fortis Memorial Research Institute in Gurugram, scrutinising the proposals.Just before the close of FY18, on March 28, the Manipal Hospitals group, backed by private investment firm TPG, had claimed Fortis Healthcare. However, after Fortis shareholders’ expressed their displeasure, other players such as IHH made a competing bid. TPG-Manipal revised its offer from Rs 121-Rs 122 per share for the entire business (including SRL) to Rs 160 per share to keep pace with Malaysian integrated healthcare company IHH and the Burman-Munjals.Later, after the deadline to participate in the race to acquire Fortis got over on May 1, TPG-Manipal and IHH filed revised bids, valuating its stock at Rs 175-176 a share. This was much higher compared to the first valuation of Rs 96.5 for the hospital business. Munjal and the Burman family too had revised their bid by offering to invest Rs1,800 crore directly into Fortis, up from Rs 1,500 crore earlier.IHH appeared to be the front-runner. The fact that the IHH bid was the highest in value terms and payable upfront in cash without any further due diligence made it the front-runner. All other bids were with riders and underlined conditions. IHH appeared to offer the highest valuation of Rs 175 per share among qualified bidders and promised to go upfront without any due diligence for the initial Rs 650 crore.While [on prima facia] other offers, such as those of the Burman-Munjals and Manipal-TPG appeared to promise more funds for immediate liquidity, they had taken the preferential allotment route as compared to direct infusion by IHH. In case of preferential allotment, the acquirer needs to pay only 25% of the total proposed amount and gets up to 18 months to pay the full amount.Manipal-TPG drew shareholders’ criticism on its previous offer and had since played catch-up to match the other offers. However, the constant change in position had not gone down well with a few shareholders and street analysts. There was a chance of a messy conflict as source told ET that IHH might challenge the shortlisted bid at the EGM for a hostile takeover.Both IHH and TPG had tried to get hold of Fortis earlier also. In 2017, both companies tried taking controlling stake in Fortis Healthcare when it was still under promoters’ control. While IHH tried independently, TPG joined hands with General Atlantic. In 2014, the two companies have had a faceoff over Australia’s Healthscope, with IHH finally bowing out to the $5 billion demand by TPG and Carlyle for their stakes.This was not the first time IHH has locked horns with Fortis. In July 2010, the Malaysian company offered $3.3 billion for Singapore’s Parkway Hospitals to out-run competitive bid by Fortis. In September 2014, Fortis agreed to sell its Singapore subsidiary, RadLink-Asia Pte and RadLink Singapore, to IHH at a valuation of S$137 million. However, the deal ran into regulatory hurdles and was not executed.Meanwhile, a boardroom drama was intensifying within Fortis. On April 18, a group of minority shareholders had sought an extraordinary general meeting to remove four members of the board — Brian W Tempest, Harpal Singh, Sabina Vaisoha and Lt Gen Tejinder S Shergill. The EGM will be held on May 22. They were seen as representatives of former promoters as these board members were appointed by them. Shareholders raised questions over the depth of the board to handle the bidding process. In their requisition, the shareholders alleged that the board had not satisfactorily exercised their fiduciary duties towards all shareholders and the company. “The minority shareholders like us have lost confidence in the suitability, bona-fides or independence of the current members of the board and therefore are seeking their removal,” stated the requisition cited by the four board members in their joint representation. The four board members listed “key decisions” to counter this, including their decision to consider only binding offers for Fortis.Later, Suvalaxmi Chakraborty, Ravi Rajagopal and Indrajit Banerjee, were inducted onto the Fortis board after they were nominated by East Bridge Capital and Jupiter Asset Management, a group of minority shareholders that had sought the removal of existing directors.The Thursday evening marathon meeting of the board which selected the acquisition offer was not a smooth affair, according to an ET report citing sources. The board was divided on the decision. While the original members of the board supported the Munjal-Burman offer, the newly appointed ones were against it, though this could not be independently verified.