Oriental Hotels Ltd

Oriental Hotels Limited trading window closes Oct 01, 2026; will reopen 48 hours after the declaration of financial results for the quarter/period ended September 30, 2026

Credit rating disclosure delay clarified

• Clarifies delay in credit rating disclosure was procedural; rating action already disseminated by agency.

Rating actions

• Long-term fund-based limits ₹30 crore: [ICRA]AA-; Watch with Positive Implications.
• Short-term non-fund based sublimimit ₹20 crore: [ICRA]A1+; reaffirmed.
• Total rated amount ₹30 crore.

Rating Action

• CARE places Oriental Hotels' long-term rating on Rating Watch with Positive Implications; ST rating reaffirmed.

Instruments / Ratings

• Long Term Bank Facilities: 47.16 crore; rating CARE AA- (RWP) placed on Rating Watch.
• Long Term/Short Term Bank Facilities: 1.00 crore; CARE AA- (RWP) / CARE A1+; LT Watch, ST reaffirmed.
• Short Term Bank Facilities: 81.86 crore; CARE A1+; Reaffirmed.

Rationale

• Rationale cites FY26 and Q1 FY27 results and merger with Indian Hotels Company Limited impacting credit profile.

Outlook

• Outlook: Rating Watch with Positive Implications.

Rating actions and facilities

• Long Term Bank Facilities: ₹47.16 crore; CARE AA- (RWP); LT rating placed on Rating Watch with Positive Implications.
• Long Term / Short Term Bank Facilities: ₹1.00 crore; CARE AA- (RWP) / CARE A1+; Rating on Watch.
• Short Term Bank Facilities: ₹81.86 crore; CARE A1+; Reaffirmed.
• Rating Agency: CARE Ratings Limited.

Merger details

• Merger authorized between IHCL and Oriental Hotels Limited via Scheme of Arrangement.
• Share exchange ratio set at 25 IHCL shares for 117 OHL shares; all-stock transaction.
• Appointed Date: April 1, 2027; completion targeted in H2 FY2028.
• OHL portfolio comprises seven hotels with 825 rooms.
• Two new operating subsidiaries to be created post-merger; governance streamlined.
• IHCL will support investments including inventory expansion and product enhancements.
• Merger subject to statutory approvals and clearances.

Scheme approval

• Board approved Scheme of Arrangement for amalgamation of Oriental Hotels into IHCL on Aug 24, 2026.
• Subject to NCLT sanction and requisite shareholder/creditor and regulatory approvals.
• Scheme details will be available on company website after submission to stock exchanges.

Related party and valuation

• IHCL holds 37.05% of OHL as of June 30, 2026.
• Share Exchange Ratio: 25 IHCL shares for 117 OHL shares.
• Arm's length consideration; valuation dated Aug 23, 2026 by SSPA & Co and PwC.
• Motilal Oswal involved.

Financials

• OHL revenue ₹500.7 Cr; net worth ₹480.5 Cr (as on 31 Mar 2026).
• IHCL revenue ₹5640.16 Cr; net worth ₹12766.95 Cr (as on 31 Mar 2026).

Shareholding pattern (pre/post)

• Transferor pre-scheme: promoter 68.52%, public 31.48% (17,85,99,180 total).
• Post-scheme: Transferor holdings Nil.
• Transferee pre-scheme: promoter group 38.12%, public 61.88%.
• Transferee post-scheme: promoter group 37.50%, public 62.50%.
• Total pre-scheme: 100%; Total post-scheme: 100%.

Business focus

• OHL: owning, operating, and managing hotels.
• IHCL: owning, operating hotels, palaces, and resorts.

Rationale and benefits

• Create synergies and complement portfolios; access resources and expertise.
• Consolidate entities; simplify management and reduce costs.
• Enable accounting consolidation and standardization across entities.
• Public shareholders gain via consideration shares in the Transferee.

Conditions and approvals

• Scheme requires NCLT sanction and requisite shareholder/creditor approvals.
• Regulatory approvals from stock exchanges and SEBI as required.

ESG rating update

• Crisil ESG assigned an ESG rating of 64/100 to Oriental Hotels Ltd.
• Rating based on FY 2025-26 and is independent of company engagement.
• Company had not engaged Crisil ESG for this assessment.
• Public disclosure made by Crisil ESG based on publicly available FY25-26 data.