Neogen Ionics Transfers Undertaking to NML for ₹245 Crore

Transaction Overview

The Board of Directors of Neogen Ionics Limited (NIL) - a wholly owned subsidiary of Neogen Chemicals Limited, and the Board of Neogen Morita New Materials Limited (NML) - a wholly owned subsidiary of NIL and step-down wholly owned subsidiary of Neogen Chemicals Limited, at their meetings held on August 31, 2026, approved the execution of a Business Transfer Agreement (BTA).

Transaction Details

• Parties: NIL (transferor) and NML (transferee)
• Transaction Type: Sale/transfer of undertaking/assets on a going concern basis
• Consideration: Lumpsum amount of ₹245 Crore
• Approval Status: Shareholders of NIL approved the transaction on August 31, 2026
• Completion Timeline: Expected on or before March 31, 2027
• Condition Precedents: Subject to regulatory approvals and completion of conditions set out in the BTA

Financial Impact Assessment

Contribution of Transferred Undertaking (as of March 31, 2026):

• Revenue from Operations: ₹Nil (0% of consolidated revenue of the Company and of NIL)
• Net Worth: ₹155.52 Crore
• 19.05% of consolidated net worth of Neogen Chemicals Limited
• 57.36% of consolidated net worth of NIL

Consideration Structure:

• Net consideration of ₹245 Crore after deducting relevant liabilities from asset value
• Payment to be received on or before March 31, 2027 as per BTA terms

Corporate Structure and Relationship

• NIL: Wholly owned subsidiary of Neogen Chemicals Limited, incorporated March 29, 2023
• NML: Wholly owned subsidiary of NIL (step-down wholly owned subsidiary of Neogen Chemicals Limited), incorporated July 30, 2025
• Neither NIL nor NML are members of promoter and promoter group of Neogen Chemicals Limited

Entity Details

Neogen Ionics Limited (NIL):

• Incorporation: March 29, 2023
• Business: Manufacturing of Chemicals including Specialty Organic and Inorganic chemicals, electrolyte, electrolyte salts, electrolyte additives
• Capital Structure:
• Authorized Capital: ₹10,00,00,000 (1,00,00,000 Equity Shares of ₹10 each)
• Paid-up Capital: ₹9,90,00,000 (99,00,000 Equity Shares of ₹10 each)
• Turnover (March 31, 2026): ₹35.97 crore

Neogen Morita New Materials Limited (NML):

• Incorporation: July 30, 2025
• Business: Manufacturing of Chemicals including Specialty Organic and Inorganic Chemicals comprising electrolyte salts such as LiPF6, NaPF6
• Capital Structure:
• Authorized Capital: ₹9,90,00,000 (99,00,000 Equity Shares of ₹10 each)
• Paid-up Capital: ₹7,20,00,000 (72,00,000 Equity Shares of ₹10 each fully paid-up)
• Turnover (March 31, 2026): ₹Nil

Strategic Rationale

The transfer of the undertaking is part of Neogen's strategic initiative to consolidate its Electrolyte Salt (LiPF6) businesses under NML.

Shareholding Impact

No change in shareholding pattern of Neogen Chemicals Limited.

Disclosure Compliance

Filed pursuant to Regulation 30 of SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Additional Information

Information uploaded on company website (https://neogenchem.com/announcements/) and stock exchange websites (NSE, BSE).