Foseco India Limited , a leading manufacturer of foundry chemicals, has announced a significant move to expand its presence in the Indian market. The company has entered into a share purchase agreement to acquire a 75% stake in Morganite Crucible (India) Ltd. (MCIL), a manufacturer of crucibles and foundry consumables for metal melting applications.

Acquisition Details

The acquisition involves the purchase of 42 lakh shares of MCIL, representing 75% of its voting share capital. The deal is valued at ₹1,557.00 per share, amounting to a total consideration of ₹653.94 crore. This strategic move aligns with the larger acquisition of the worldwide Molten Metal Systems (MMS) business by the Vesuvius Group from the Morgan Group.

Share Swap Arrangement

The transaction will be executed through a share swap arrangement. Foseco India will issue 11,50,800 of its own shares to the MCIL Promoters at a price of ₹5,674.00 per share. This translates to an exchange ratio of 274 Foseco India shares for every 1,000 MCIL shares.

Financial Performance of MCIL

Morganite Crucible has demonstrated steady growth in recent years. The company's revenue figures for the past three financial years are as follows:

Strategic Rationale

The acquisition is expected to expand the Vesuvius Group's Foundry business into the faster-growing non-ferrous market segment and strengthen its presence in India. This move aligns with the Group's strategic ambitions and is expected to create substantial cost synergies.

Mandatory Open Offer

As a result of this acquisition, Foseco India, along with its promoters, will be required to make a mandatory open offer to the public shareholders of MCIL. The open offer will be for the acquisition of up to 14 lakh shares, representing 25% of MCIL's total equity voting share capital, at a price of ₹1,557.15 per share.

Market Reaction

The news of the acquisition has been well-received by the market. Foseco India's shares traded 6.09% higher at ₹5,953.00, extending gains of over 70% in the past six months.

Conclusion

This acquisition marks a significant step for Foseco India in expanding its product portfolio and market reach. The integration of MCIL's expertise in crucibles and foundry consumables with Foseco's existing operations is expected to create synergies and strengthen the company's position in the Indian foundry industry.

The transaction is subject to necessary regulatory approvals and is expected to be completed by October 15, 2025. Shareholders will be asked to approve the deal at an extraordinary general meeting scheduled for September 21, 2025.

Foseco India Limited has announced that its board of directors will convene to review the potential issuance of new securities. This development comes as part of the company's strategic financial planning process.

Board Meeting Details

According to a recent regulatory filing, the board meeting is scheduled for Friday, August 22, 2025. The agenda includes considering the issuance of equity shares and/or other securities through preferential allotment, subject to necessary approvals under applicable laws.

Key Points of Consideration

• Securities Issuance: The board will deliberate on the issuance of new equity shares or other securities.
• Preferential Allotment: The proposed issuance may be conducted through a preferential allotment mechanism.
• Shareholder Approval: If required, the board will consider convening a shareholders' meeting to obtain approval for the proposed issuance.

Trading Window Closure

In line with regulatory requirements and to ensure fair trading practices, Foseco India has announced a trading window closure:

• Closure Period: August 20, 2025, to August 24, 2025 (both days inclusive)
• Applicable to: All specified persons as defined in the company's code, in accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015

Implications and Next Steps

The outcome of this board meeting could have significant implications for Foseco India's capital structure and future growth strategies. Shareholders and potential investors are advised to await further announcements from the company regarding the decisions made during the upcoming board meeting.

Foseco India Limited, a key player in the foundry industry, continues to explore avenues for strengthening its financial position and supporting its business objectives through these potential capital market activities.