Indo Borax & Chemicals Limited — Important, 22-12-2025: Disclosure of material issue

**INDO BORAX & CHEMICALS (#INDOBORAX) Sees Ownership Shift!**

**Issue:** Zenrock Chemicals Pvt Ltd, along with a group of investors (PACs), is making a mandatory open offer to acquire up to 26% stake in Indo Borax & Chemicals from public shareholders at ₹256.30 per share. This follows their agreement to buy 50.80% from current promoters (Sellers) at the same price, triggering a change in control.

**Possible Impact:** This acquisition means a new promoter group is taking over. Zenrock Chemicals, though newly incorporated with initial losses (Loss after tax of ~0.95 Cr for April-Sept 2025), plans to sustain and grow Indo Borax's existing business (boric acid & boron products). Public shareholders have an opportunity to tender their shares at ₹256.30, a premium to the current trading price in some instances. If the offer is oversubscribed, shares will be accepted proportionately.

**Company's Response/Mitigation:** The Target Company's independent directors will provide their assessment of the offer to shareholders. The Acquirer has confirmed firm financial arrangements, including debentures worth 390 Cr and preference shares worth 75 Cr from the PACs, plus 40 Cr from a rights issue, with an escrow account holding 213.84 Cr for the open offer. The Acquirer also plans to ensure Indo Borax maintains the minimum public shareholding if it falls below the required 25% post-offer. Current promoters will cease their association.

**For Investors:** The offer price of ₹256.30 presents a clear exit option. Keep an eye on the Letter of Offer for detailed tendering procedures.

**Key Financials (Target Company for 6 months ended Sep 2025):**

* Total Income: 118.01 Cr

* Profit after tax: 26.47 Cr

* Net Worth: 360.90 Cr

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