Privi Speciality Chemicals Limited has announced the approval of a fresh scheme of amalgamation involving its subsidiaries Privi Fine Sciences Private Limited and Privi Biotechnologies Private Limited. The Board of Directors approved the new scheme during a meeting held on December 19, 2025, from 3:00 p.m. to 5:00 p.m., as disclosed in their regulatory filing to BSE and NSE.

Background of Corporate Restructuring

This development follows the company's earlier withdrawal of a similar amalgamation scheme in November 2025. The Board had previously withdrawn the scheme based on observations received from stock exchanges, with plans to refile the application shortly. The company has now fulfilled that commitment with the approval of this comprehensive new scheme under Sections 230 to 232 of the Companies Act, 2013.

Details of the Amalgamation Scheme

The approved scheme involves the amalgamation of Privi Fine Sciences Private Limited (PFSPL) and Privi Biotechnologies Private Limited (PBPL) with Privi Speciality Chemicals Limited. The scheme is subject to approvals from shareholders, creditors, the National Company Law Tribunal (NCLT), and other regulatory authorities as required under applicable laws.

Financial figures as of September 30, 2025 (Standalone basis)

Share Exchange Ratio and Consideration

Under the scheme, no cash consideration is proposed. The share exchange mechanism is structured with specific ratios based on independent valuations.

Business Operations and Strategic Rationale

Privi Fine Sciences operates two manufacturing units - one operational facility in Lote, Chiplun, Maharashtra, and a second unit in Jhagadia, Gujarat, spanning 152,444.46 square meters for green science business. The company is currently conducting pilot-level tests for products developed through in-house research using green science chemistry.

Privi Biotechnologies focuses on biotechnology products and research & development for fragrances, flavours, and preservatives. The amalgamation aims to create operational synergies, reduce administrative costs, and enhance market competitiveness through consolidated operations.

Expected Post-Amalgamation Shareholding

The scheme will result in changes to the shareholding pattern of Privi Speciality Chemicals:

The transaction falls within the ambit of related party transactions but is conducted on an arm's length basis, supported by independent valuations and fairness opinions. The company has submitted the required disclosures in compliance with SEBI regulations, marking a significant step forward in its corporate restructuring initiative.

Privi Speciality Chemicals Limited has announced exceptional financial results for the second quarter of fiscal year 2026, showcasing robust growth and improved profitability.

Financial Highlights

The company reported a total income of Rs. 678.82 crores for Q2 FY26, marking a significant 26% year-on-year growth. This performance was complemented by a substantial increase in EBITDA, which reached Rs. 182.14 crores, representing a remarkable 59% year-on-year growth. The EBITDA margin for the quarter stood at 26.83%.

Profit after tax (PAT) for Q2 FY26 more than doubled to Rs. 90.21 crores, compared to Rs. 44.84 crores in the same quarter of the previous fiscal year.

H1 FY26 Performance

For the first half of FY26, Privi Speciality Chemicals achieved:

Operational Highlights

The company's strong performance can be attributed to several factors:

1. Volume Growth: The revenue increase was primarily driven by a 17% growth in sales volume.
2. Capacity Utilization: Privi achieved a high capacity utilization of 92% during H1 FY26.
3. Product Mix: The company's focus on flagship products and new product contributions has yielded positive results.
4. Operational Excellence: Improvements in process yields, lower operating costs, and optimum manpower utilization have contributed to margin expansion.

Future Outlook

Privi Speciality Chemicals has outlined an ambitious vision for the next three to four years:

• Revenue Target: Rs. 5,000 crores
• EBITDA Target: Rs. 1,000 crores

To achieve these goals, the company is focusing on:

1. Capacity Expansion: An additional 6,000 metric tons of capacity is expected to be operational by the end of December 2025, bringing the total capacity to 54,000 metric tons.
2. Product Diversification: The company is developing a robust pipeline of new products, including both large-volume offerings and specialty molecules with higher margins.
3. Sustainability Focus: Privi's commitment to sustainability has been recognized with awards, including a first prize at the IFEAT 2025 conference and a Platinum rating from EcoVadis.

Management Commentary

Mr. Narayan S. Iyer, Chief Financial Officer, stated, "Our performance was driven by increasing demand across the product portfolio and a favorable product mix. We remain confident that Privi is well-positioned to sustain its growth momentum in the coming periods."

Mr. Sanjeev Patil, Executive Vice President, added, "We are working on multiple products to reduce our dependency on any particular product to around 10% max of our revenue. Our growth strategy includes a mix of volume-driven products and highly specialized chemicals."

With its strong financial performance, strategic expansion plans, and focus on sustainability, Privi Speciality Chemicals appears well-positioned to capitalize on the growing demand in the fragrance and specialty chemicals market.