Nature of Disclosure: Regulatory filing pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, regarding an investment in a wholly-owned subsidiary.
Key Transaction Details:
- On June 15, 2026, at 18:54 hours (IST), Jubilant FoodWorks Limited entered into a Share Subscription and Shareholders' Agreement with its wholly-owned subsidiary, Jubilant FoodWorks Lanka (Private) Limited.
- The company will subscribe to 95,271,430 Optionally Convertible Non-Cumulative Preference Shares (OCPS) in the subsidiary.
- The subscription price is LKR 7 per OCPS.
- The total aggregate consideration is LKR 666,900,010, which is approximately equivalent to INR 19 Crores (subject to foreign exchange fluctuations).
Target Entity Details (Jubilant FoodWorks Lanka (Private) Limited):
- Incorporated on September 14, 2010.
- Country of Presence: Sri Lanka.
- Industry: Foodservice Industry.
- Paid-up Equity Capital as of March 31, 2026: LKR 4,294,147,380.
- Key Financial Figures for FY2026 (in LKR):
- Turnover: 4,437,398,222
- PAT: 400,837,313
- Networth: 218,610,304
- Historical Turnover (in LKR):
- FY2026: 4,437,398,222
- FY2025: 2,768,707,247
- FY2024: 1,894,420,163
Transaction Rationale and Impact:
- The investment will be utilized for the subsidiary's business operations and expansion, including capital expenditure.
- The transaction is classified as a related party transaction because the target is a wholly-owned subsidiary.
- The company states the transaction will be conducted at arm's length.
- There will be no change in the shareholding of Jubilant FoodWorks Limited in Jubilant Sri Lanka as a result of this investment.
Terms of the Agreement:
- The OCPS shall carry a discretionary non-cumulative dividend at a rate of 8% per annum.
- The OCPS may be converted into an equal number of equity shares or redeemed at any time within 15 (fifteen) years from the date of allotment, at the discretion of Jubilant Sri Lanka.
- The agreement includes other terms, conditions, and covenants that are customary for such transactions.
Approvals and Timeline:
- No governmental or regulatory approvals are stated as required for this acquisition (Not Applicable).
- The indicative time period for completion of the acquisition is on or before 3 months from the date of the agreement.
Consideration:
- The nature of the consideration is all cash.