API Holdings Limited has acquired a controlling 51.02% stake in Thyrocare Technologies following the implementation of a court-approved amalgamation scheme.

The acquisition became effective on September 3, 2026, after the National Company Law Tribunal (NCLT), Mumbai Bench, sanctioned the merger of Docon Technologies Private Limited with API Holdings on August 31, 2026. The certified order was filed with the Registrar of Companies on September 3, 2026.

Transaction Details

Under the scheme, all assets, liabilities, and undertakings of Docon were transferred to API. Consequently, Docon’s entire shareholding of 8,12,00,000 equity shares was transmitted to API by operation of law.

API held no shares in Thyrocare prior to this transaction. The total paid-up share capital of Thyrocare remains at 15,91,65,315 equity shares with a face value of ₹10 each. The total diluted voting capital stands at 15,96,30,252 shares.

Promoter Group Status

API Holdings is part of the promoter group of Thyrocare. The filing states there was no change in the aggregate shareholding of the Promoter and Promoter Group as a result of the scheme. The disclosure was made under Regulation 29(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Thyrocare Technologies promoter Docon Technologies Private Limited has released the pledge on its remaining 7,94,69,696 equity shares, marking the complete de-encumbrance of its stake in the diagnostics firm. Catalyst Trusteeship Limited, acting as Debenture Trustee for API Holdings Limited, issued the No-Dues and Release Certificate on August 19, 2026. This communication confirms the complete discharge of all obligations under the Non-Convertible Debentures (NCDs) and the related Transaction Documents. The disclosure was made to stock exchanges pursuant to Regulation 30 read with Regulation 30A and Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as well as Regulations 29(2), 31(2), and 31(3) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

This development follows a partial pledge release of 1,75,00,000 shares reported earlier in August 2026. The current release covers the balance pledged shares, reducing the proportion of encumbered shares held by Docon from 49.93% to 0% of Thyrocare's total share capital. Docon continues to hold a total of 8,12,00,000 equity shares, representing 51.02% of the company's voting capital and 50.87% of its diluted share capital.

Encumbrance details

The shares were originally pledged as security for NCDs issued by API Holdings Limited, the holding company of Docon Technologies. The NCDs, aggregating to ₹1,700 crore, were secured by a pledge of equity shares representing 60.92% of the equity share capital of the Company held by Docon. API Holdings fully redeemed and repaid the outstanding principal amount of ₹10,500 million on August 14, 2026. This repayment was funded through internal accruals and the sale of 1,57,69,696 equity shares of Thyrocare held by Docon. With the debt extinguished, the collateral requirement for the secured lenders has been lifted entirely, and the Transaction Documents stand discharged and are no longer operative or effective.

Lender concentration

The ₹10,500 million outstanding NCD principal was held by a diversified group of lenders prior to repayment. Key holders included:

• 360 One Prime Limited: ₹4,870.25 million
• Tata Capital Limited: ₹2,843.75 million
• Bennett Coleman and Company Limited: ₹437.50 million
• Poonawalla Fincorp Limited: ₹918.75 million
• J Kumar Infra Projects Limited: ₹314.12 million

Together, 360 One Prime Limited and Tata Capital Limited accounted for over 70% of the outstanding principal amount. Other significant lenders included Micro Labs Limited, Sak Industries Private Ltd, and several tranches of Warmond Fiduciary Services Limited.

What the numbers show

The full release of the pledge signifies a complete resolution of the collateral risk associated with the promoter group’s stake. While the initial partial release in August reduced immediate encumbrance pressure, the final redemption of the ₹10,500 million NCDs eliminates the underlying debt obligation entirely. The funding structure, which involved the sale of 1,57,69,696 shares by Docon alongside internal accruals, indicates a strategic reduction in promoter holding to facilitate debt clearance. With no shares remaining encumbered, the promoter’s effective control over the unpledged portion of its stake is now maximized, removing potential constraints related to margin calls or lender-induced disposals.