Belrise Industries Limited has announced the incorporation of a new step-down wholly-owned subsidiary in the United Kingdom, marking a significant expansion of its aerospace and defense operations. The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

New Subsidiary Details

Belrise UK Holdings Limited was incorporated on February 6, 2026, with its registered office located at 167-169 Great Portland Street, 5th Floor London W1W 5PF England. The subsidiary was established by Belrise Defence and Aerospace Private Limited, which is a wholly-owned subsidiary of Belrise Industries Limited.

Business Focus and Operations

The newly incorporated subsidiary will operate in the manufacture of air and spacecraft and related machinery sector. This aligns with Belrise Industries' existing defense and aerospace business vertical and represents a strategic expansion into international markets.

Regulatory Compliance

The incorporation has been disclosed in accordance with SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated January 30, 2026. The step-down wholly-owned subsidiary will be considered a related party of Belrise Industries Limited from the date of incorporation.

Corporate Structure Impact

The establishment of Belrise UK Holdings Limited creates a three-tier corporate structure:

• Parent Company: Belrise Industries Limited (Listed entity)
• Subsidiary: Belrise Defence and Aerospace Private Limited (Wholly-owned subsidiary)
• Step-down Subsidiary: Belrise UK Holdings Limited (UK-based wholly-owned subsidiary)

As a newly incorporated entity, Belrise UK Holdings Limited has no operational history or turnover to report. The company has confirmed that no governmental or regulatory approvals were required for this incorporation, and no cash consideration or share swap was involved in the establishment process.

The disclosure documentation has been made available on the company's website under the 'Investor Relations' section at belriseindustries.com, ensuring transparency for stakeholders and regulatory compliance.

Belrise Industries Limited delivered strong financial performance in the third quarter of FY26, reporting significant growth across key metrics while announcing a transformative merger that will consolidate its market position. The Tier-1 automotive component manufacturer, which operates 22 manufacturing facilities across India and France, demonstrated resilience in a challenging market environment.

Financial Performance Highlights

The company's Q3 FY26 results showcased robust growth momentum across multiple parameters:

EBITDA margins remained healthy at 12.3% for total operations and 14.0% for manufacturing operations. The company's nine-month performance was equally impressive, with total revenues reaching INR69,563 million, up 16% year-on-year, and adjusted PAT growing 51% to INR3,714 million.

Strategic Merger Announcement

The Board approved the merger of two promoter entities - Badve Autocomps Private Limited and Eximius Infra Tech Solutions Private Limited - with the listed entity. This transaction represents a significant value creation opportunity for shareholders:

The merger will increase content per vehicle by over INR3,000, taking it from approximately INR17,300 to INR20,300. Post-merger, the combined entity will command nearly 25% market share in 2-wheeler plastic components, up from Belrise's current 10% standalone position.

Management Commentary and Strategic Vision

During the earnings call held on February 2, 2026, Managing Director Shrikant Badve emphasized the company's focus on innovation and expanding OEM partnerships. "We secured a strategic order to establish a new manufacturing plant in Haridwar for one of India's largest 2-wheeler OEMs," he noted, highlighting the company's continued expansion.

President (Strategy) Sumedh Badve outlined the company's vision for becoming a Tier-0.5 supplier, stating: "We strongly believe that high-tensile technology will see wider adoption in India over the next few years, as the industry reaches an inflection point driven by the need for light weighting and enhanced crash safety."

Business Expansion and New Ventures

Belrise made significant strides in diversifying beyond traditional automotive components. The company secured a strategic order to establish a new manufacturing plant in Haridwar for one of India's largest 2-wheeler OEMs, while its Chennai plant ramped up production as the single source supplier for a key 2-wheeler EV platform.

In the aerospace and defense segment, Belrise completed its first international acquisition by purchasing French company SDM at an attractive valuation of EUR0.35 million. SDM generates revenues of approximately EUR3-4 million, implying an entry valuation of 0.1x sales. This acquisition provides access to supply chains of major aerospace OEMs including the largest global commercial aircraft manufacturer.

The company also entered a strategic partnership with Israel's Plasan Sasa to bring the ATEMM (All-Terrain Electric Mission Module) platform to India and become part of their global supply chain. This collaboration spans both domestic Indian defense applications and international manufacturing partnerships.

Operational Performance by Segment

The segmental performance for Q3 FY26 manufacturing revenue showed:

Exports contributed 5.8% to manufacturing revenue at INR1,075 million in Q3 FY26. The company maintained its strong position with marquee OEMs while expanding relationships with challenger brands showing rapid growth.

Technology and Product Innovation

Belrise continued advancing its capabilities in high-value products including steering columns, suspensions, and high-tensile technology components. The company now supplies steering columns to all marquee OEMs in India across 2-wheelers and 3-wheelers, with recent commencement of exports to a European OEM. In suspensions, the company expanded from two large 2-wheeler OEMs at the start of the year to four currently.

The merger entities bring additional technological capabilities, particularly in copper bus bars for EV powertrains and complex fairing assemblies comprising over 50 individual components. These capabilities strengthen Belrise's transition toward Tier-0.5 assembly solutions and enhance its EV powertrain presence.

Financial Position and Outlook

As of December 31, 2025, net debt stood at INR7,767 million with ROACE at 15.1%. The company maintains its guidance for mid-teens revenue growth while expecting to outperform industry growth rates substantially. The merger is expected to complete within 10-12 months, subject to regulatory and shareholder approvals, and will be immediately EPS and value-accretive for shareholders.