Thermax Ltd

Target overview

• Target: TSA Process Equipments Private Limited, turnkey water treatment solutions provider in India.
• Turnover FY2025-26: Rs 166.99 crore; Net worth as on 31 March 2026: Rs 44.99 crore.
• Incorporation: 21 October 2004.
• Share capital: 13.68 lakh equity shares of Rs 10 each.
• Industry: High purity water solutions; country presence: India.

Transaction details

• Related party transaction; arm's length; promoter group has no interest.
• Consideration: cash; Rs 42 crore.
• Acquisition size: 49%; now 100% ownership.
• Completion: 30 September 2026 at 6:01 PM IST.
• Regulatory approvals: None.

Rationale and background

• Outcome: TSA becomes Thermax wholly owned subsidiary.
• Target background: incorporated 21 October 2004; operates in water treatment turnkey solutions.
• Turnover history: FY23-24 Rs 121.83 Cr; FY24-25 Rs 129.65 Cr; FY25-26 Rs 166.99 Cr.

Thermax Ltd trading window closed from Thursday, October 1, 2026 and shall be opened 48 hours after the declaration of financial results for the quarter and half year ended September 30, 2026.

Target and deal structure

• Target: Thermax Botswana Proprietary Limited, Botswana; provides support services for boilers and power plants.
• Thermax Botswana Proprietary Limited was incorporated on Sep 14, 2026 as TECC's wholly owned subsidiary.
• Capital is initially BWP 10,000; cash infusion.
• TECC holds 100% ownership of Thermax Botswana Proprietary Limited.
• Purpose: provide local support services for boilers and power plants.
• Regulatory approvals are not required.
• Timeline for completion is not specified.
• Industry: services for boilers and power plants; sector: energy.
• Background: new entity; no turnover data provided.

Filing Status

• Transcript body not present in this chunk; wrapper/cover letter only.

Business Overview

• Core business: energy and environment solutions across Industrial Products, Industrial Infra, Green Solutions, and Chemicals.
• TBWES drives project execution across Industrial Infra and Green Solutions.
• TOESL adopted rolling 12-month forecast for order-book reporting.
• Global footprint includes 9,291 employees and 18 manufacturing locations (14 in India, 4 international).

Key Operational Highlights

• Industrial Products: supplied a standalone 30 KLD VapoNovae+ with ATFD for a leading auto components customer.
• Dipped Products Limited (Sri Lanka) commissioned a 60 TR steam-driven Vapour Absorption Chiller.
• Thailand-based rubber glove manufacturer: multi-utility plant generating steam and thermic fluid heat from a single energy source.
• Advanced ESPs: commissioned high-capacity WHR ESPs for 650 TPD kilns treating 498,000 m3/hr.
• TBWES secures CFBC boiler order for captive power project in East India.
• TBWES delivers 60 TPH Flexisource boiler for paper industry.
• Commissioned a 4.9 MW biomass-based multi-utility plant in Thailand.
• TOESL commissioned a 12 TPH biomass boiler in Coimbatore, reducing ~11,000 tonnes CO2 annually.
• CBG plant achieved 22+ TPD production versus 20 TPD guaranteed.
• 60 MW Trichy wind project: 12 of 17 WTGs completed and transmission in place.
• Karur 100 MW project: foundations completed for 10 of 17 WTGs.
• 1 MWp Tuticorin solar expansion nearing commissioning.
• Hybrid project milestones: 69.5 MWp solar module installation completed; 12 of 21 WTGs erected.
• Chemicals: new Power-segment orders worth Rs 5 crore; margins supported by volume growth.
• Dibang Hydro acceleration; Nepal hydropower/R&R project development.
• Jhagadia capacity expansion strengthened manufacturing and supported growing resin orders.

Financial Performance

• Q1 FY27 revenue Rs 2,303 crore; PBT before exceptional items Rs 42 crore; PAT Rs 22 crore.
• Order booking Rs 2,809 crore; up 2% YoY.
• Order balance Rs 14,045 crore; up 23% YoY.
• Industrial Products: Sales Rs 1,058 crore; PBIT Rs 64 crore; margin 6.1%.
• Industrial Infra: Sales Rs 814 crore; PBIT loss Rs 71 crore; margin -8.7%.
• Chemicals: Sales Rs 230 crore; PBIT Rs 26 crore; margin 11.2%.
• Green Solutions: Sales Rs 245 crore; PBIT Rs -17 crore; margin -6.9%.
• Total PBIT Rs 18 crore; margin 0.9%.
• Rs 91 crore project cost overrun recognised in Industrial Infra this quarter.
• TOESL order-book adjustment: Rs 139 crore increase due to reporting methodology.

Capital Structure & Liquidity

• No debt or equity actions disclosed in this update.
• Liquidity position not discussed in this chunk.

Strategic Priorities & Outlook

• Order booking and backlog higher this year, led by TBWES, Industrial Products, Green Solutions.
• Demand drivers include accelerating data center investments and manufacturing expansion; West Asia softness impacting near-term momentum.
• TOESL rolling forecast change increased reported order book by Rs 139 crore without affecting underlying contracts.
• Strategy focuses on decarbonization and green solutions across Industrial Infra and Chemicals.

Risks & Governance

• Risks include macro volatility, regulatory changes, currency movements, and raw material cost volatility.
• Mitigation includes portfolio diversification, efficiency improvements, and execution discipline.

Meeting Details

• Board meeting scheduled for Thursday, July 30, 2026.

Key Agenda Items

• Consider and approve unaudited financial results for quarter ended June 30, 2026, with segment-wise figures.

Other Notes

• Trading window to open 48 hours after results declaration.

Dematerialisation status

• Dematerialisation requests processed; certificates mutilated and cancelled; depository named as registered owner within 15 days.
• Securities dematerialised are listed on the stock exchanges where the original issues are listed.