NHC Foods has approved the acquisition of up to an 88% stake in Lotmor Brands Private Limited and an 80% stake in Walya's Beverages Private Limited. The company’s Board of Directors also appointed Suryakant Dhondhu Walavalkar as an Additional Director and Executive Director effective September 16, 2026.

The acquisitions aim to leverage the procurement and distribution capabilities of the target entities to create synergy with NHC Foods' existing business. The board noted that positive cash flows from these entities would strengthen the acquiring company's financials. Shareholder approval is required if the consideration involves issuing shares.

Acquisition Details

The consideration for both acquisitions will be in cash or shares issued at ₹6.5 per share. This price is subject to determination after six months from the disclosure date, in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Due diligence for both deals is expected to be completed within six months.

Lotmor Brands reported a turnover of ₹1,797.39 crore in FY25, down from ₹2,604.27 crore in FY24 and ₹2,461.11 crore in FY23. Walya's Beverages recorded a turnover of ₹222.75 crore in FY25, a significant decline from ₹714.85 crore in FY24. The entity had nil turnover in FY23.

Strategic Context and Market Outlook

The acquisitions position NHC Foods strategically across food, innovation, and nostalgia. India's carbonated beverage market is projected to reach ₹2 lakh crore by FY28 at an 11% CAGR. Lotmor Brands has established a footprint across more than 20 states and 22,000 retail outlets, including partnerships with Reliance Smart, D'Mart, and leading quick commerce platforms.

By integrating Lotmor's capital-efficient manufacturing model into NHC Foods' framework, the combined entity aims to expand its presence to over 700 modern trade stores and grow its distributor network to over 400 partners.

Leadership Appointment

Suryakant Dhondhu Walavalkar brings over 28 years of experience in supply chain strategy and executive leadership. He currently serves as the Founder and Managing Director of Lotmor Brands. Previously, he held senior roles at Samsonite South Asia, Tarz Distribution India, Shoppers Stop, and Sony India. His appointment is subject to shareholder approval at the ensuing General Meeting.

Financial Performance Update

NHC Foods delivered a strong improvement in financial performance in Q1FY27. Consolidated net profit rose 924% year on year, supported by higher revenue and volumes during the quarter. This sharp improvement reflects better operating performance and increased business activity across core operations.

The company recently entered into binding Heads of Terms for a proposed manufacturing facility in Liberia. It also strengthened its capital base through a ₹53.76 crore preferential issue of convertible warrants and conversion of 19 Foreign Currency Convertible Bonds into 18.18 crore equity shares.

What the Numbers Show

The financial trajectories of the two target entities present a divergence. While Lotmor Brands shows a consistent decline in turnover over the last three fiscal years, dropping from over ₹2,400 crore to under ₹1,800 crore, Walya's Beverages experienced a sharper contraction, with turnover falling by more than 68% from FY24 to FY25. Despite these declines, NHC Foods cites positive cash flows and distribution synergies as the primary drivers for these investments. The 924% rise in Q1FY27 net profit provides a stronger financial base for these expansion efforts.

NHC Foods has entered into binding Heads of Terms for its first manufacturing facility in Liberia, marking a strategic entry into the West African market. The agreement was signed on September 9, 2026, with the Liberia Special Economic Zone Development Company.

The proposed facility will be located within the Monrovia Industrial Free Zone on Bushrod Island. It is intended for the manufacture and processing of fruit juices and allied food and beverage products. This move aligns with the company's broader strategy to establish an "India-to-Africa" food and agri-products platform.

Project Details

Under the Heads of Terms, NHC Foods (Liberia) Limited will develop the facility on an approximately 7,580 square metre industrial plot. The contemplated built-up area is approximately 1,590 square metres. The definitive sub-lease is expected to be executed within 90 days, subject to final surveys and technical reviews.

Strategic Rationale

Liberia serves as a strategic entry point for NHC Foods into the Economic Community of West African States (ECOWAS) region. The company cites Liberia's location, access to Atlantic shipping routes, and participation in ECOWAS as key factors. The demographic profile of Africa, including increasing urbanisation and evolving consumer demand, presents long-term opportunities for fruit juices and beverages.

Regulatory Framework

The site operates under a Free Zone regime. NHC Foods (Liberia) Limited will apply for licensing as a Zone Enterprise. This may make the entity eligible for fiscal and non-fiscal incentives, including customs-bonded treatment and tax incentives under Liberia's Special Economic Zone framework. The company also expects facilitation through the Single Window Clearance mechanism for regulatory consents.

Current Status

The project is in the pre-implementation stage. NHC Foods (Liberia) Limited has been granted exclusivity over the plot and access to conduct pre-development activities. These include environmental and social impact assessments, geotechnical investigations, and utility assessments. The company intends to fund the project through resources earmarked for international market development or other permissible internal accruals.

What the Numbers Show

The scale of the initial footprint suggests a phased approach to market entry. With a built-up area of only 1,590 square metres relative to the 7,580 square metre plot, the initial infrastructure occupies roughly 21% of the available land. This indicates potential for future expansion or ancillary facilities without requiring additional land acquisition, allowing the company to test operational viability in the region before committing to larger capital expenditures.