DCW Limited has submitted a regulatory disclosure to stock exchanges regarding substantial acquisition of shares by its promoter group following the implementation of an amalgamation scheme. The disclosure, filed under Regulation 10(6) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, was submitted by Mr. Bakul Premchand Jain on behalf of multiple acquirers and persons acting in concert.

Transaction Details

The substantial acquisition occurred through the issuance and allotment of equity shares on February 19, 2026, pursuant to a Scheme of Amalgamation approved by the National Company Law Tribunal (NCLT), Ahmedabad Bench. The transaction was executed under the exemption provided in Regulation 10(1)(d)(ii) of the SEBI takeover regulations.

Acquirer Group Composition

The acquisition involves 15 entities acting as acquirers and persons acting in concert, including individual promoters and corporate entities. The key acquirers include Mrs. Paulomi Jain, Mr. Ashish Jain, Mr. Bakul Jain, Mrs. Durgavati Jain, Mr. Vivek Jain jointly with Mrs. Meeta Jain, Mr. Mudit Jain, Cashco Holdings Private Limited, Sahu Cylinders & Udyog Pvt Ltd, Florida Holdings and Trading Pvt Ltd, Ms. Varsha Jain, and Jain Sahu Brothers Properties LLP.

Shareholding Impact

The transaction significantly altered the shareholding pattern of DCW Limited. The combined shareholding of acquirers and persons acting in concert increased substantially following the share allotment.

Individual Promoter Holdings

The disclosure includes detailed shareholding changes for individual promoter group members. Notable changes include Mr. Ashish Jain's holding increasing from 15,645,500 shares (5.30%) to 32,390,413 shares (10.97%), and Mr. Vivek Jain's shareholding rising from 13,480,585 shares (4.57%) to 23,584,196 shares (7.99%).

Regulatory Compliance

The company confirmed that disclosure under Regulation 10(5) was not applicable for this transaction type. The filing was made in compliance with SEBI regulations governing substantial acquisitions, with Mr. Bakul Premchand Jain signing the disclosure on behalf of all acquirers. Additionally, 10 shares were allotted to Mr. Romu Malkani acting as Trustee on behalf of the promoter/promoter group for fractional shares as per the NCLT scheme and order.

DCW Limited has released the transcript of its Q3 FY26 earnings conference call held on February 11, 2026, providing detailed insights into the company's operational performance and strategic direction. The call, hosted by Arihant Capital Markets Limited, featured key management personnel including President Saatvik Jain, Chief Operating Officer Sudarshan Ganapathy, and Chief Financial Officer Pradipto Mukherjee.

Financial Performance Overview

The company's Q3 FY26 financial performance demonstrates mixed results with revenue growth offset by margin pressures. Total operational income reached ₹51,981.38 lakhs, representing a 9.60% year-on-year increase despite price erosion across all product segments.

Nine-Month Performance Analysis

For the nine months ended December 31, 2025, DCW Limited reported sustained operational growth with improved profitability metrics compared to the corresponding period. The company achieved revenue of ₹1,53,452.19 lakhs with net profit of ₹3,009.16 lakhs, showing year-on-year growth of 4.90% and 59.30% respectively.

Management Commentary on Market Conditions

President Saatvik Jain highlighted the challenging global chemical industry environment during the earnings call. The company faced pricing pressures across commodity value chains due to elevated operating rates in China and global oversupply conditions. Despite these headwinds, DCW demonstrated resilience through strong volume momentum and increasing contribution from specialty chemicals.

Segmental Performance Analysis

Specialty chemicals segment continued to demonstrate robust performance with revenue of ₹15,616.39 lakhs in Q3FY26, while basic chemicals segment reported revenue of ₹36,211.62 lakhs. The specialty chemicals segment showed strong profitability with segment results of ₹3,809.12 lakhs, contrasting with basic chemicals segment loss of ₹1,374.14 lakhs.

CPVC Expansion and Strategic Developments

CFO Pradipto Mukherjee revealed that CPVC sales volumes expanded significantly by 80% following the capacity expansion from 20,000 tonnes to 40,000 tonnes. The management confirmed that the remaining 10,000 tonnes CPVC expansion is progressing on schedule and expected to be completed by March 2026, bringing total annual CPVC capacity to 50,000 tonnes.

Pricing Dynamics and Market Outlook

The earnings call addressed significant pricing pressures, with CPVC and PVC experiencing severe price cuts of 26% and 17% respectively on a year-on-year basis. However, management noted positive developments including China's withdrawal of VAT rebate on PVC exports effective April 2026, which could improve export pricing discipline.

Interim Dividend Declaration

The Board of Directors declared an interim dividend of ₹0.10 per equity share of ₹2 each for the financial year 2025-26. The record date for payment of this interim dividend is set for Friday, February 20, 2026. The interim dividend will be paid within 30 days from the date of declaration to shareholders whose names appear in the Register of Members as on the record date.

Regulatory Compliance and Future Outlook

The earnings call transcript has been made available on the company's website at dcwltd.com in compliance with Regulation 30 of SEBI Listing Regulations. Management expressed confidence in Q4 performance supported by higher dispatches of pigments and synthetic rutile, while continuing investments in capability building, digital integration, and technology adoption to support scalable growth.