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Ambuja Cements allows merge of subsidiaries ACC, Orient Cement

Ambuja Cements allows merge of subsidiaries ACC, Orient Cement
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New Delhi: Ambuja Cements Ltd, part of billionaire Gautam Adani-led Adani Group, has approved the merger of its subsidiaries ACC Ltd and Orient Cement with the company, creating a single cement platform and a pan-India cement major with an installed capacity of 107 million tonnes per annum (MTPA).

The board of Ambuja Cements Ltd (ACL) on Monday cleared the scheme of amalgamation under which ACC and Orient Cement will be merged into Ambuja.

Post-merger, ACC, Orient Cement, Penna Cement and Sanghi Industries will become integral parts of Ambuja Cements.

“The merger will unlock greater operational efficiencies, optimise manufacturing and logistics, and enable efficient capital deployment. These improvements will boost profitability, support capacity expansion, and enhance long-term shareholder returns,” the company said in a statement.

Under the share swap arrangement, for every 100 equity shares of ACC with a face value of Rs 10 each, Ambuja will issue 328 equity shares of Rs 2 each to eligible ACC shareholders.

For every 100 equity shares of Orient Cement with a face value of Re 1 each, Ambuja will issue 33 equity shares of Rs 2 each.

The consolidation aligns with Ambuja Cements’ strategy to expand cement capacity from 107 MTPA to 155 MTPA by FY28 through efficient capital allocation and quicker response to market demand. Currently, Ambuja holds 50.05 per cent in ACC, 72.66 per cent in Orient Cement, 99.94 per cent in Hyderabad-based Penna Industries and 58.08 per cent in Sanghi Industries.

The company said the merger of Sanghi and Penna with Ambuja, approved by the board in December last year, is currently under statutory approvals.

Following completion of all ongoing and proposed mergers, promoter and promoter group holding in Ambuja Cements is expected to decline to 60.94 per cent from 67.65 per cent.

Karan Adani, Non-Executive Director at Ambuja Cements, said the consolidation marks a transformational step in building a globally competitive, integrated cement and building materials company. He said the unified structure would strengthen operational excellence, accelerate growth and improve efficiency and productivity.

The appointed date for the merger of ACC has been fixed as January 1, 2026, while that for Orient Cement is May 1, 2025.

Ambuja said the transactions do not require approval from the Competition Commission of India as they are intra-group mergers.

The company expects the amalgamation to simplify and rationalise branding, sales promotion and logistics, helping optimise costs and improve margins by at least Rs 100 per metric tonne.

It will also eliminate structural duplication, reduce administrative costs and enable faster decision-making, without the need for separate master supply agreements among the merged entities.

Ambuja Cements, which crossed 100 MTPA capacity in FY25 largely through acquisitions, now targets 118 MTPA by FY26 and 140 MTPA by FY28, primarily via brownfield expansion.

Adani Group entered the cement sector in September 2022 after acquiring controlling stakes in Ambuja Cements and ACC from Holcim for $6.4 billion.

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