Paradeep Phosphates Limited has witnessed a significant shareholding change as Jyotsna Poddar acquired 26,22,000 equity shares through a gift transaction from promoter group member Akshay Poddar. The acquisition, completed on 16th February, 2026, represents 0.25% of the company's diluted share capital and qualifies for exemption under SEBI's Substantial Acquisition of Shares and Takeovers (SAST) Regulations.

Transaction Details

The share transfer occurred between immediate relatives within the promoter group, with Jyotsna Poddar receiving the shares as a gift from Akshay Poddar. Since no monetary consideration was involved in this transaction, it falls under the exemption provided by Regulation 10(1)(a) of the SAST Regulations for inter se transfers between immediate relatives.

Shareholding Changes

The transaction resulted in substantial changes to both parties' shareholdings in Paradeep Phosphates Limited. Jyotsna Poddar's stake increased significantly, while Akshay Poddar's holdings were reduced to minimal levels.

Regulatory Compliance

The disclosure was filed under Regulation 10(6) of the SEBI SAST Regulations on 17th February, 2026, one day after the completion of the transaction. Prior disclosure under Regulation 10(5) was made on 9th February, 2026, demonstrating compliance with regulatory timelines. The transaction rationale was specified as gifting of shares by immediate relatives under the SEBI SAST Regulations framework.

Stock Exchange Notification

The formal disclosure was submitted to both the National Stock Exchange of India Limited and BSE Limited, where Paradeep Phosphates Limited shares are listed. The notification included comprehensive details of the acquisition, shareholding changes, and regulatory compliance measures as required under the takeover regulations.

Paradeep Phosphates Limited announced its quarterly financial results for the quarter ended December 31, 2025, along with significant board appointments during a meeting held on February 2, 2026. The fertilizer company also submitted mandatory Key Managerial Personnel disclosure to stock exchanges under SEBI regulations and shared an investor presentation on its financial performance.

Financial Performance Overview

The company's standalone financial results for Q3 FY26 showed mixed performance with revenue growth but declining profitability compared to the previous year. Net profit for the quarter was ₹1.82 billion compared to ₹2.1 billion in the corresponding quarter of the previous year, while revenue increased to ₹57.5 billion from ₹49.9 billion year-over-year.

EBITDA Performance Analysis

The company reported EBITDA of ₹4.7 billion for Q3 FY26 compared to ₹4.4 billion in the corresponding quarter of the previous year, representing a year-over-year growth. However, the EBITDA margin compressed to 8.23% from 8.78% in Q3 FY25, indicating pressure on operational efficiency despite absolute growth in earnings.

For the nine months ended December 31, 2025, the company demonstrated strong year-over-year growth with net profit increasing significantly to ₹8.41 billion from ₹4.91 billion in the corresponding period of the previous year.

Investor Presentation Disclosure

Pursuant to Regulation 30 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, Paradeep Phosphates submitted an investor presentation on February 3, 2026, to both NSE and BSE. The presentation covers the company's financial results for the quarter and nine months ended December 31, 2025, and will be shared with analysts and investors.

Key Board Appointments

The Board of Directors approved two critical leadership appointments that will strengthen the company's management structure:

Both appointments are subject to approval by members at the General Meeting. The company confirmed that neither director has been debarred from holding office by SEBI or any other authority.

Key Managerial Personnel Disclosure

Pursuant to Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, the company submitted details of its Key Managerial Personnel to NSE and BSE on February 2, 2026. The disclosure includes contact information for determining materiality of events and regulatory compliance purposes.

Leadership Profiles

N Suresh Krishnan brings over 35 years of corporate experience across fertilizer, energy, sugar, and cement sectors. He holds B.E (Hons.) and M.Sc. degrees from BITS Pilani and has served as the immediate past Chairman of Fertilizer Association of India. His expertise spans manufacturing, corporate finance, strategy, and mergers & acquisitions.

K K Rajeev Nambiar is a mechanical engineer from the National Institute of Technology Suratkal with over 31 years of corporate experience. Prior to joining Paradeep Phosphates as President & Chief Operating Officer in January 2024, he served as MD & CEO of Shree Digvijay Cement, where he successfully managed a turnaround of the 1.20 MTPA integrated cement business.

Corporate Developments

The financial results reflect the impact of the Scheme of Arrangement between Paradeep Phosphates Limited and Mangalore Chemicals & Fertilizers Limited, which was approved by the National Company Law Tribunal on September 26, 2025, with an appointed date of April 1, 2024. The company has restated its financial results to include the transferor company's results from the appointed date.

Additionally, the company reported exceptional items of ₹41.30 crores for the quarter, related to the incremental impact of new Labour Codes notified by the Government of India on November 21, 2025. The management continues to monitor developments regarding these regulatory changes.