Camlin Fine Sciences Limited has received clearance from the board of the French Stock Markets Authority (AMF) to launch a mandatory cash tender offer for the remaining shares of Vinpai. The simplified cash tender offer (OPAS) is priced at EUR 3.60 per Vinpai share, identical to the price paid during the initial block acquisition. This regulatory approval allows the company to proceed with the acquisition of shares not currently held by it.

The company completed a block acquisition on November 27, 2025, securing a 78.68% stake in Vinpai's share capital and 84.89% of voting rights. This transaction was executed via a contribution in kind at EUR 3.60 per share. Following the conversion of convertible bonds, which allowed the subscription to 1,100,000 new ordinary shares, Camlin Fine Sciences increased its holding to 83.82% of the share capital and 80.85% of the voting rights as of the current date.

The offer document and other information document detailing the legal, financial, and accounting characteristics of Camlin Fine Sciences have been made available to the public. These documents are accessible on the websites of the AMF, Camlin Fine Sciences Limited, and Vinpai. The timetable and specific terms and conditions of the OPAS are outlined within the offer document.

Transaction Details

The following table summarizes the key transaction details:

Advisors for the transaction include ALLinvest Securities as the presenting institution and FONTAINE Avocats as the legal advisor. The offer is subject to regulatory compliance and restrictions in various jurisdictions, including the United States, Australia, Canada, South Africa, and Japan.

Camlin Fine Sciences Limited reported a consolidated net profit of ₹2,354.32 lakh for the financial year ended March 31, 2026, reversing the net loss of ₹15,811.94 lakh recorded in the previous year. Revenue from operations for the year stood at ₹172,330.81 lakh, an increase from ₹162,868.75 lakh in FY25. The turnaround was driven by a profit of ₹5,507.42 lakh from discontinued operations, primarily due to the derecognition of net liabilities of CFS Europe SpA following its liquidation. The board of directors approved the audited standalone and consolidated financial results during a meeting held on May 26, 2026.

Financial Performance

For the quarter ended March 31, 2026, the company reported a consolidated net profit of 882M rupees compared to a loss of 7M rupees in the same period last year, while quarterly revenue stood at 4.25B rupees versus 4.4B rupees year-on-year. The statutory auditor, M/s. Kalyaniwalla & Mistry LLP, issued an unmodified opinion on the financial statements. Total income for the year rose to ₹175,210.04 lakh from ₹164,384.94 lakh in the previous year, while total expenses increased to ₹176,028.85 lakh from ₹156,989.97 lakh.

The following table summarises the full-year consolidated financial metrics:

The Q4 performance on key metrics is presented below:

Operational Highlights

The company's operational performance for FY26 showed revenue of ₹17,233 million, with EBITDA at ₹1,069 million and an EBITDA margin of 6.20%. The Blends business maintained steady growth with an annual increase of 17%, while the Specialty Ingredients segment contributed significantly to the revenue mix. The newly acquired Vinpai contributed ₹165 million to the total Blends revenue in Q4 FY26. However, the company faced challenges due to prolonged conflicts affecting raw material availability and prices, enhanced logistics costs, and longer delivery times. The contraction in Q4 EBITDA margin to 5% from 13.60% year-on-year reflects these ongoing cost pressures.

Board Appointments and AGM

The board appointed M/s. ABK & Associates as Cost Auditors and M/s. Mahajan & Aibara as the Internal Auditor for FY27. Mr. Pankaj Pandey was appointed as Chief Financial Officer effective August 18, 2026. Upon his joining, Mr. Santosh Parab will be re-designated as President – Strategy and Global CFO. The 33rd Annual General Meeting is scheduled for August 11, 2026.