Asian Energy Services Ltd

Transaction overview

• Board approves strategic collaboration with Sadhav Shipping Limited to form a JV in AOSL.
• Sale of 26% equity stake (2,600 shares) to Sadhav for cash ₹26,000.
• Post-sale, AOSL ceases to be wholly owned; remains subsidiary at 74% holding.
• Completion and agreement to transfer by 30 September 2026.
• AOSL FY2025-26 turnover nil; net worth ₹0.09 crore (0.02% of group turnover).
• Not a related party transaction; buyer Sadhav not in promoter group.
• Sale not part of scheme of arrangement; not a slump sale.
• Strategic goal: jointly pursue offshore oil and gas opportunities using combined strengths.

Issue Overview

• Type: preferential allotment via private placement; securities: convertible warrants.
• Total issue size disclosed; net proceeds revised downward due to warrants forfeiture.
• Objectives: fund capex, working capital, inorganic growth, and general corporate purposes.

Utilisation of Proceeds

• Utilisation aligned with the offer document.
• Reallocation approved by shareholders; no material deviation from objects.
• Capex/capacity expansion: partially utilised; ongoing.
• Working capital: largely utilised and ongoing.
• Inorganic growth: fully utilised.
• GCP: utilised; ongoing.
• Unutilised funds: parked in fixed deposits and a bank account.

Governance and Compliance

• Shareholder approval obtained for reallocation; management undertakings and auditor certificates on record.
• Material events: no unfavorable events or regulatory issues reported.
• Other: no additional material information affecting investor decisions.

General Corporate Purpose (GCP)

• GCP utilised: allocation used; reallocation approved by shareholders.
• Board approval for allocation not explicitly stated; shareholders approved reallocation.
• GCP deployment: ongoing.

Financial highlights

• Q1 FY27 revenue Rs 271.2 crore, up 135% YoY.
• Q1 FY27 EBITDA Rs 21.9 crore, up 81% YoY.
• Q1 FY27 PAT Rs 12.8 crore, up 129% YoY.

Order book and strategic developments

• Standalone order book ₹1,754 crore as of 30 Jun 2026.
• Oil & Gas ~60%, Minerals ~40% of order book.
• Merger approval received; completion Sep/Oct 2026.
• Declared preferred bidder for offshore block and critical mineral mine.

Outlook and governance

• FY27 guidance unchanged; on track to meet targets.
• MD and CFO note strong FY27 start.

Business Overview

• AESL operates as an integrated energy services platform across Oil & Gas and mineral services.
• Oilmax merger: shareholders' approval; NCLT hearing on 28 August; completion expected Sep/Oct 2026.
• Standalone order book stands at Rs 1,754 crore; ~60% Oil & Gas, ~40% Mineral.
• Q1FY27 revenue Rs 149.3 crore; Consolidated Rs 271.2 crore.
• Q1FY27 EBITDA Rs 21.9 crore; PAT Rs 12.8 crore.

Operational Highlights

• GSECL order win: Rs 187.6 crore; Ukai coal-handling plant expansion.
• Oilmax preferred bidder for offshore DSF Round IV block and Pakro mine.
• Order book standalone Rs 1,754 crore; 60% O&G, 40% Mineral.
• Kuiper operations stabilized; profitability sustainable.
• Production ramp-up plan: Mewad/Indrora target ~1,000 bopd; rig mobilized.
• Vedanta contract execution on firm footing; seismic projects on track.
• Bid pipeline: Rs 3,000-4,000 crore in active tenders.
• Two wells drilled with commercial discovery in Sobhasan Sand.

Financial Performance

• Consolidated revenue 271.2 crore; YoY growth 135%.
• Standalone revenue 149.3 crore; EBITDA 16.3 crore; PAT 9.6 crore.
• Consolidated EBITDA 21.9 crore; EBITDA margin 8.1%.
• PBT margin 6.3%; PAT margin 4.7%.
• PAT 12.8 crore; YoY growth 128.6%.
• FY26 revenue 791.1 crore; EBITDA 98.9; PAT 51.9.

Capital Structure & Liquidity

• Oilmax merger: shareholders' approval; NCLT hearing 28 August; completion expected Sep/Oct 2026.

Strategic Priorities & Outlook

• FY27 guidance maintained for AESL and Kuiper.
• Oilmax merger strengthens integrated energy platform; Vedanta and ONGC opportunities expected.
• Policy tailwinds from Samudra Manthan, ORDA Act, Critical Minerals Mission.
• Kuiper international scale; potential US$100m revenue by FY29.

Risks & Mitigation

• Geopolitical volatility in Middle East; potential project disruptions.
• Regulatory approvals for Oilmax merger; risk of delay.

Governance & Leadership

• Oilmax merger governance in motion; shareholder approval obtained, NCLT hearing scheduled.

Unaudited quarterly results approved

• Board approved and took on record unaudited standalone Q1 2026 results with Limited Review Report.
• Board approved and took on record unaudited consolidated Q1 2026 results with Limited Review Report.

Merger by absorption update

• NCLT Mumbai admitted merger petition for AESL-OEPL; final approval pending.
• NCLT hearing fixed for final disposal; approval pending.

ESOP and warrants actions

• ESOP grant of 1.77 lakh to AESL employees and 17,000 to Holding Company; expense Rs. 0.58 crore.
• Allotment of 36,62,702 equity shares on conversion of warrants approved; warrants lapsed.

Meeting Details

• Board meeting scheduled for Thursday, 13 August 2026; time and venue not disclosed.

Key Agenda Items

• Unaudited standalone and consolidated financial results for quarter ended 30 June 2026.
• Consider any other business with permission of the Chair.

Other Notes

• Trading window closed from 1 July 2026 to 48 hours after results announced on 13 August 2026.

Rating action details

• Rating agency: CRISIL Ratings Limited.
• Total bank loan facilities rated: INR 317.5 crore.
• Long-term rating: BBB+/Watch Developing; continues on Rating Watch with Developing Implications.
• Short-term rating: A2/Watch Developing Implications.
• Rating action: Maintained Rating Watch with Developing Implications.

Dematerialisation processing and listing

• Securities received for dematerialisation were confirmed to the depositories.
• Securities dematerialised have been listed on the stock exchanges where listed.
• Physical certificates for dematerialisation were mutilated and cancelled after verification; depository name substituted as owner within timelines.