Transaction Overview

Ice Make Refrigeration Limited has executed definitive agreements for a significant fundraising initiative and joint venture formation with Galilei Holdings Co. Ltd (formerly known as Galilei Co. Ltd), a Japanese company listed on the Tokyo Stock Exchange.

Fundraising Details

  • Total fundraising amount: ₹1,900 million (₹1.9 billion)
  • ₹1,800 million to be raised from Galilei Holdings through preferential issue of equity shares
  • ₹100 million to be raised from other investors through preferential issue of equity shares
  • Transaction structured through a share subscription agreement involving the Company, Mr. Rajendrabhai P Patel, Mr. Vipulbhai Ishwarbhai Patel, Mr. Chandrakant Popatbhai Patel, and Galilei Holdings Co. Ltd

Joint Venture Agreement

  • Establishment of newly incorporated joint venture company
  • Shareholding structure: Galilei will hold 60% shareholding, Ice Make will hold 40% shareholding
  • Business scope of JV company includes:
  • Manufacturing, assembling, distributing, marketing, selling, supplying commercial upright type refrigerators
  • Manufacturing, assembling, distributing, marketing, selling, supplying commercial table type refrigerators
  • Any derivative, successor, modification, upgrade or enhancement of the above products
  • Joint venture governed by a shareholders' agreement among the Company, Promoters of the Company, and Galilei

Fund Utilization

Proceeds will be utilized for:

  • Capacity expansion
  • Modernization of existing operations
  • Scaling of integrated solutions across refrigeration and cold room value chain
  • Investment in the proposed joint venture with Galilei
  • Completion of new corporate office, Centre of Excellence, and state-of-the-art development and testing laboratory
  • Repayment and/or prepayment of certain existing borrowings
  • Evaluation of select inorganic growth opportunities including potential acquisitions within refrigeration, cold chain, and allied ecosystems

Strategic Objectives

  • Advance Company's long-term strategic growth vision
  • Address growing demand from diverse industry segments
  • Strengthen market presence and expand technological capabilities
  • Accelerate business expansion and unlock new opportunities
  • Reinforce focus on innovation, research, and operational excellence
  • Result in stronger balance sheet and improved financial flexibility

Transaction Conditions

Subject to:

  • Ice Make's shareholder approval
  • In-principle approval from stock exchanges
  • Customary closing conditions

Advisory Team

  • KPMG acted as exclusive financial advisor to Ice Make
  • Cyril Amarchand Mangaldas acted as legal advisor to Ice Make