Sanghi Industries Ltd

Corporate Action ️

• Record date for share cancellation and issuance under Scheme of Arrangement is April 6, 2026.
• Equity shares of Sanghi Industries Limited will be cancelled.
• New equity shares of Ambuja Cements Limited will be issued per swap ratio.
• Scheme effective date was March 12, 2026; appointed date April 1, 2024.
• Action was subject to NCLT approval, which is now completed.

Scheme Overview

• Amalgamation of Sanghi Industries Limited into Ambuja Cements Limited.
• Transaction is a related party, arm's length amalgamation.
• Appointed date: April 1, 2024; effective date: March 12, 2026.
• NCLT sanction received; all regulatory approvals completed.

Financial Terms and Structure

• Sanghi Industries shareholders’ shares cancelled; exchanged for Ambuja Cements shares per swap ratio.
• Record date for share exchange fixed as April 6, 2026.
• Post-scheme, Sanghi Industries dissolved without winding up; Ambuja Cements continues as combined entity.

Impact on Stakeholders ️

• No disclosed immediate impact on creditors or employees.
• Business operations to continue under Ambuja Cements post-amalgamation.

Scheme Overview ️

• Scheme of Arrangement sanctioned between two companies, effective April 1, 2024.
• NCLT Ahmedabad approved the scheme on February 9, 2026.
• Scheme effectiveness depends on completion of specified post-sanction steps.

Impact on Shareholders and Capital

• No immediate changes to shareholding or capital structure disclosed.
• Shareholders of both companies impacted as per scheme terms.

Next Steps

• Further updates to be provided upon scheme effectiveness.

Business Overview

• Ambuja Cements is the world’s 9th largest cement company with pan-India presence and 109 MTPA capacity post ACC and Orient Cement amalgamation.
• Integrated within Adani’s infrastructure ecosystem, leveraging logistics, energy, and digital platforms.
• Focus on industrial decarbonization with electrified kiln heating and carbon capture pilot projects.

Key Operational Highlights

• Commissioned 2.4 MTPA grinding unit in Rajasthan and 4 MTPA clinker unit in Chhattisgarh, raising capacity to ~109 MTPA.
• Targeting 155 MTPA capacity by March 2028 through organic expansions and debottlenecking.
• Launched Cement Intelligent Network Operations Centre (CiNOC) integrating AI and IoT for operational efficiency.
• Digital sales platform and ePOD system reduced invoice processing time by 30% and document costs by 40%.

Financial Performance 📊

• 9M FY26 revenue: $3,307 Mn (+22% YoY); EBITDA: $564 Mn (+62% YoY); EBITDA/tonne: $10.5 (+36% YoY).
• Q3 FY26 cement volume: 18.9 MnT (+17% YoY); revenue: $1,143 Mn (+20% YoY); EBITDA: $150 Mn (+53% YoY).
• EBITDA margin at 17.1% for 9M FY26; net worth $7.8 Bn, up $40 Mn QoQ; company remains debt-free.
• Depreciation and amortization rose to $294 Mn in 9M FY26; operating expenses increased moderately.

Capital Structure & Liquidity

• Minimal borrowings at $37 Mn as of Sep 2025; cash and equivalents at $202 Mn.
• Credit ratings: CRISIL and CARE AAA (Stable) / CRISIL A1+.
• Ongoing capex program includes ~$890 Mn growth capex and $222 Mn efficiency capex.

Strategic Priorities & Outlook

• Focus on capacity expansion, cost leadership, and operational synergies within Adani ecosystem.
• Premium cement products constitute 35% of trade sales; market share at 16.6%.
• Integration of AI, IoT, and green technologies to enhance sustainability and future-proof operations.
• Infrastructure segment demand expected to grow 7.5%-8.5% driven by government capex and urbanization.