Regulatory Disclosure Details

Transaction Details

Aegis Logistics Limited, through its 100% step-down subsidiary Aegis Logistics International Pte Ltd, has entered into a definitive agreement to acquire approximately 89.8% of Tristar Holdings Limited. The sellers are Agility Tristar Holdings Limited, Gulf Investment Corporation, and Diamond Holdings Limited.

The equity consideration for the acquisition is US$ 809 million, which includes contingent payments and interest for deferred consideration.

Target Company Profile

Tristar Holdings Limited is an integrated liquid logistics solutions provider established in 1998, incorporated in Dubai. The company offers end-to-end liquid logistics services including:

  • Maritime logistics
  • Road transport
  • Fuel tank storage
  • Fuel distribution
  • Aviation fueling

Tristar operates in 30+ countries globally. For the fiscal year ended December 31, 2025, Tristar generated:

  • Revenue: approximately US$ 1.4 billion
  • EBITDA: approximately US$ 257 million
  • Net profit: approximately US$ 82 million

(all figures on consolidated basis)

Management Commentary

Mr. Raj Chandaria, Chairman and Managing Director of Aegis Logistics: The acquisition will transform Aegis from a domestically focused operator into an international energy logistics platform with global reach and expanded service offerings. Expected benefits include greater scale, business and geographic diversification, access to blue-chip customers and industry partners, material synergies across the integrated business, immediate contribution to profitability, and long-term strategic benefits.

Mr. Eugene Mayne, Founder and Group CEO Tristar Group: Expressed delight in welcoming Aegis as new majority shareholder, noting complementary strengths, capabilities, and shared vision for future growth opportunities in energy logistics sector.

Mr. Tarek Sultan, Chairman of Agility Global PLC: Noted that during Agility's 23-year ownership, Tristar grew from US$ 13.5 million in revenue to US$ 1.4 billion revenue across 30 countries. This exit crystallizes value for shareholders while allowing Agility to focus on growth priorities.

Conditions and Timeline

The proposed acquisition is subject to:

  • Receipt of regulatory approvals under applicable competition and anti-trust laws
  • Satisfaction of customary closing conditions

The acquisition is expected to be completed in Q4 FY27 (January-March 2027).

Advisors

BNP Paribas is acting as exclusive financial advisor to Aegis. Legal counsel is provided by Norton Rose Fulbright and Veritas Legal.

Company Background

Aegis Logistics Limited (BSE: 500003, NSE: AEGISLOG) was incorporated in 1956 and provides sourcing, storage, distribution, and third-party logistics services in the oil, gas, and chemicals sector. The company has:

  • 2.0 million KL liquid storage capacity
  • 246,800 MT static capacity for LPG
  • 36,000 MT static capacity for ammonia

Aegis is India's largest third-party LPG handler and is currently executing its GATI (Gateway Access to India) strategy to become a gateway for liquid and gas products into and out of India.