Tag Archives: Mergers And Acquisitions

Madhvani Group’s INSCO Completes Acquisition of Hindustan National Glass

Independent Sugar Corporation Limited (INSCO), part of Uganda-based Madhvani Group, has completed the acquisition of Hindustan National Glass & Industries Ltd (HNGIL) through the Insolvency and Bankruptcy Code (IBC) process, marking the conclusion of one of India’s most high-profile insolvency resolutions in recent years.

The transition was formally recorded at a meeting of HNGIL’s newly constituted board on Friday, after which INSCO assumed full control. The ₹2,250-crore resolution plan was led by Kamlesh Madhvani and Shrai Madhvani, with financial backing from Cerberus Capital Management and the International Finance Corporation (IFC).

Approved by the National Company Law Tribunal (NCLT) on August 14, 2025, the plan subsequently received clearances from the Reserve Bank of India (RBI) and the Competition Commission of India (CCI). Following a 45-day monitoring phase, the Monitoring Committee has now stepped down, paving the way for the new board nominated by INSCO to take charge.

According to the NCLT order, INSCO’s resolution plan includes an upfront payment of ₹1,901.55 crore to financial and operational creditors and workmen, along with ₹356.28 crore payable over the next three years. Additionally, a 5% equity stake has been earmarked for assenting financial creditors.

The tribunal noted that the plan value represents 72% of the average fair value and 114% of the average liquidation value, with creditors recovering around 60% of admitted claims. The Committee of Creditors (CoC) had approved INSCO’s plan in June with an overwhelming 96.16% majority.

Revival Strategy

With control now transferred, INSCO has outlined a broad revival strategy that includes modernising furnaces, upgrading equipment, expanding product lines, and strengthening both domestic and export competitiveness. The company has also pledged ₹1,000 crore in capital expenditure over the coming years to rebuild operations.

“We firmly believe that employees and workers are the foundation of any successful turnaround,” said Shrai Madhvani, newly appointed chairman of HNGIL. “HNGIL’s dedicated workforce has shown remarkable resilience during the insolvency period, and we are committed to working closely with them to build a safe, secure and sustainable future.”

He added that the company’s revival would require the collective support of employees, customers, suppliers, regulators, and governments. “Our vision is not only to restore HNGIL to its former glory but also to align our efforts with the Viksit Bharat vision of Hon’ble Prime Minister Shri Narendra Modi ji, contributing to India’s growth as a global industrial powerhouse,” Madhvani said.

Landmark IBC Case

HNGIL, India’s largest glass bottle manufacturer, entered the Corporate Insolvency Resolution Process (CIRP) in October 2021, following years of financial distress and litigation. The successful handover to INSCO ends a seven-year-long process that drew significant investor interest and multiple legal challenges.

An INSCO spokesperson said the company “remains fully committed to ensuring a seamless transition and is engaging with all stakeholders to ensure long-term sustainability.” The NCLT, under Section 31 of the IBC, has declared INSCO the Successful Resolution Applicant, making the plan binding on all stakeholders and lifting the moratorium under Section 14.

Earlier this year, Madhvani Group promoter Shrai Madhvani met Prime Minister Narendra Modi to discuss the Group’s strategic investments in India. During the meeting, he outlined the Group’s intent to invest ₹10,000 crore over the next five years to drive industrial growth and employment generation.

With HNGIL now officially under INSCO’s control, the acquisition sets the stage for a comprehensive turnaround of one of India’s oldest and most respected glass manufacturing companies and signals renewed global investor confidence in India’s IBC framework.

Competition Commission Clears Tilaknagar Industries’ Acquisition of Pernod Ricard’s Imperial Blue

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The Competition Commission of India (CCI) has given the green signal to home-grown alcoholic beverage maker Tilaknagar Industries’ Limited (TIL) proposal to acquire the Imperial Blue whisky business from the Indian arm of French liquor giant Pernod Ricard for Rs 4,150 crore.

In July this year, TIL had announced that it was set to acquire the Imperial Blue whisky business from Pernod Ricard at an enterprise value of 412.6 million Euros (around Rs 4,150 crore).

CCI in a post on X said “Commission approves the acquisition of the business of production, bottling, marketing, and sale of alcoholic and other beverages under the ‘Imperial Brands’ from Pernod Ricard India Pvt Ltd by Tilaknagar Industries Ltd.”

The acquisition will make TIL, which owns brands such as Mansion House Brandy, Courrier Napoleon Brandy, Mansion House Gold Whisky and Blue Lagoon Gin, a leading player in the fast-growing whisky market.

TIL and Pernod Ricard India had entered into a definitive agreement for the transaction related to the sale of the Imperial Blue business division (IB). The consideration includes a deferred payment of 28 million euros (Rs 282 crore as of date) to be paid four years after the date of the closure of the transaction, said a joint statement.

Imperial Blue is the third-largest whisky brand in India by volume. It has reported a revenue of Rs 3,067 crore for the year ended March 2025.

India is the second-largest market for Pernod Ricard. With a consolidated sales revenue of Rs 26,773.22 crore in FY24, Pernod Ricard India is the largest spirit maker in India. TIL had reported a revenue of Rs 1,405 crore and EBITDA of Rs 226 crore for the year ended March 2025. In the September quarter, it had become net debt-free after successfully restructuring its debt.

Tilaknagar Industries to Acquire Imperial Blue from Pernod Ricard India

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Tilaknagar Industries to become a PAN-India Player in Alcoholic Beverages
Acquisition is a strategic move to fast-track Tilaknagar Industries’ whisky foray
Pernod Ricard to accelerate focus on Premiumisation and Innovation

IMFL manufacturer Tilaknagar Industries Limited (TI) has entered into a definitive agreement to acquire Imperial Blue business division (IB) from Pernod Ricard India Private Limited via slump sale, for a lump sum consideration, basis enterprise value of €412.6 million (which translates to approx. ₹4,150 crores as on date). The consideration includes deferred payment of €28 million (₹282 crore as on date), to be paid four years after the date of closure of the transaction.

The proposed transaction includes acquisition of the IB, with 22.4 million 9-litre cases sold in the year ended March 2025 across India and other markets, including two owned units and services from co-manufacturing bottlers across India.

Imperial Blue is the third largest whisky brand in India by volume, with over 25 years of brand heritage. The underlying business had reported revenue of ₹3,067 crore for the year ended March 2025. TI is one of the leading IMFL players with leadership in brandy, the second largest IMFL category. Mansion House Brandy, TI’s flagship brand, is one of the largest selling brands in India and globally.

This landmark acquisition, largest in Indian alcoholic beverages space by an Indian company, fast-tracks TI’s foray into whisky segment, the largest IMFL category in India. It also significantly expands TI’s distribution reach, reinforcing its evolution into a truly pan-India player having strong scale across both brandy and whisky with a combined volume of 34 million 9-litre cases for the year ended March 2025.

Amit Dahanukar, Chairman and Managing Director, Tilaknagar Industries Limited said, “Having achieved leadership in the brandy segment, it is now time for us to broaden our portfolio and cater to India’s diverse and evolving consumer base. While we continue to grow our business organically, this strategic acquisition allows us to enter the whisky category with one of the country’s most trusted and admired brands.”

Imperial Blue will act as TI’s launchpad for a significant whisky premiumisation journey, enabling TI to build a strong whisky portfolio across premium price-points. “We’re excited to build on Imperial Blue’s strong foundation and take it to new heights”, Dahanukar added.

Tilaknagar Industries reported revenue of ₹1,405 crore and EBITDA of ₹226 crore for the year ended March 2025. The transaction is a result of the continuous assessment and evaluation of strategic opportunities, in line with a longstanding policy to deliver sustainable value for the shareholders, employees and partners of TI.

India, second-largest market for Pernod Ricard

Pernod Ricard said that the sale strengthens Pernod Ricard India’s portfolio, enabling the business to fully tap into premiumisation trends and support sustained, profitable growth. As Pernod Ricard’s second-largest market, India is a strategic priority, and this realignment improves the ability to capitalise on the country’s strong macroeconomic fundamentals and long-term potential. Upon closing, the transaction is expected to be immediately and meaningfully accretive to Pernod Ricard India’s operating margin and net sales growth rate.

Pernod Ricard’s active portfolio management is a key contributor to its dynamic growth across categories and geographies. The transaction is the result of the Group’s continuous assessment of its strategic opportunities, in line with its long-standing commitment to deliver sustainable value to its shareholders, employees, clients and partners.

Alexandre Ricard, Chairman and CEO of Pernod Ricard, stated, “We are pleased to announce the sale of the Imperial Blue business division, a strategic move to sharpen our focus on more profitable and faster growing brands in India, like in the rest of the world. This transaction represents a win-win for all stakeholders involved, both at the global and local level. It fuels our ambition to succeed even further in one of our top markets. This will further streamline our operations as we continue to invest in India’s outstanding growth.”

Jean Touboul, CEO of Pernod Ricard India added, “By exiting the Admix Value segment, this disposal will allow Pernod Ricard India to unlock further profitable growth and sharpen its focus on premiumisation and innovation. It will also enable the company to allocate resources more effectively toward high-growth brands such as Royal Stag, which has already surpassed the 30-million cases milestone, Blenders Pride, and international brands like Chivas, Jameson, Absolut, and Ballantine’s.

Driving the next phase of growth, we are entering an exciting new chapter, one that will see bold innovations and an expanded premium portfolio tailored specifically for the evolving Indian consumer.”

The proposed transaction is subject to approval from the Competition Commission of India, with closure anticipated in about six months from signing the definitive agreement. TI will raise a mix of debt and equity to finance the transaction.

Deutsche Bank and Avendus Capital acted as financial advisors, with Avendus Capital also serving as the exclusive financing arranger to TI. Crawford Bayley & Co. and W.S. Kane & Co. acted as legal counsels while Deloitte served as the diligence advisor to TI.

Diageo India acquires Nao Spirits

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Diageo India has acquired Nao Spirits & Beverages, India’s craft gin makers (Greater Than and Hapusa brands), valued at Rs. 130 crores.

Diageo India (United Spirits Limited) has increased its equity stake in Nao Spirits from 30% to approximately 97.07%, making it a subsidiary of the company. With a final tranche pending, Diageo India is set to hold 100% ownership, bringing one of India’s most influential craft spirits startups fully into its fold. The transaction includes a secondary share purchase of ₹53.79 crore and a further infusion of ₹56 crore in growth capital — a strong commitment to scaling what began as a bootstrapped dream of India’s first homegrown gin.

Founded in 2017 by Anand Virmani, Aparajita Ninan and Vaibhav Singh; and later joined by Abhinav Rajput, Nao Spirits created India’s first craft gin from the ground up. From a small distillery in Goa, they distilled more than just spirits – they distilled the movement that would later be celebrated as ‘Indian Craft Spirits’. ‘Nao’, derived from the word ‘boat’ in Portuguese is a nod to Goa’s history as a trading port and a play on the English word ‘now’, capturing the spirit of a confident, modern India.

With Greater Than (2017), they introduced India to its first homegrown London Dry gin made with botanicals from around the world. With Hapusa (2018), they broke new ground with the world’s first Himalayan Dry Gin, bottling the wild spirit of the mountains with a premium, sipping gin. While Greater Than built the foundation, Hapusa gave gin a voice rooted in local flavour. Together, these helped build India’s craft gin category from scratch.

Imaginative Limited Editions

Nao Spirits launched a series of imaginative limited editions—each one crafted to stand apart, both in flavour and in form: Juniper Bomb (2020) – born from an accidental extended botanical soak that led to thrice the juniper flavour; No Sleep (2021) — India’s first coffee-infused gin; Broken Bat (2022) — the world’s first gin, aged using Kashmir Willow cricket bats; and Punk Gin (2023) – India’s first naturally infused pink gin made with real Mahabaleshwar strawberries, born from a place of rebellion.

These never-before-seen limited editions broke convention and captured attention, each bottle a celebration of India’s biodiversity, ingenuity and evolving palate.

“We started with a copper still named Agotha and a dream to make India proud. Today, we’re humbled and energised with Diageo India stepping in as a full partner and investor. Along the way, we realised that gin isn’t just about what goes into the bottle — it’s about the culture you build around it. From day one, we’ve been deeply focused on nurturing a community of bartenders, servers, and craft champions who could carry the story of Indian spirits forward in ways we never imagined. We’re proud that many of the original hands and hearts that built Nao Spirits are still with us today, and this next chapter gives us a chance to grow the culture we’ve helped shape with even greater reach and purpose. This isn’t the end of a journey, but the beginning of a new chapter; powered by the same people, the same purpose, and the same belief — that modern Indian spirits deserve their place on the world stage,” said Anand Virmani, Co-Founder & CEO, Nao Spirits & Beverages.

The original team continues to lead Nao Spirits with the same creative direction and cultural clarity that have defined its journey from the start — now supported by Diageo India’s robust distribution network, production capabilities, and leadership strength.

ABD acquires Fullarton Brands

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Allied Blenders and Distillers Limited (ABD), India’s 3rd largest spirits company, completed the strategic acquisition of all the brands and other Intellectual Property Rights from Fullarton Distilleries Private Limited. This acquisition further augments ABD’s foothold in the super-premium spirits segment and highlights its ongoing commitment with leadership in innovation within the Indian craft spirits industry.

The acquisition includes the distinguished portfolio featuring brands such as Woodburns Contemporary Indian Whisky, Pumori Small Batch Gin, and Segredo Aldeia Rum. By bringing these award-winning craft spirits into its fold, ABD is strategically positioning itself to meet the evolving demands of India’s super-premium and luxury spirits consumers.

Woodburns currently operates in six states and union territories, with expansion plans underway for other major markets. Pumori and Segredo Aldeia have established a strong on-trade presence in key markets such as Maharashtra and Goa. The acquisition of these recognised brands, combined with ABD’s operational scale, create a synergistic opportunity for growth and market dominance within the super-premium spirits category.

Alok Gupta, Managing Director of ABD, said, “At ABD, our growth has always been strategic, and the acquisition of Woodburns Contemporary Indian Whisky, Pumori Small Batch Gin, and Segredo Aldeia Rum perfectly embodies this. We recognise that the luxury segment is where we have a right to win, where we can truly add value. Acquiring these brands is a natural next step in our premiumisation strategy. This isn’t just an acquisition; it demonstrates our deep understanding of where we can create the most value. This is the future of ABD, and we’re executing this vision with precision.”

Rajiv Thadani, Founder and Managing Director of Fullarton Distilleries Private Limited, said, “Building Fullarton Distilleries since 2013 has been a journey of passion, dedication, and a commitment to crafting world-class spirits. We’re proud to see these brands move forward with ABD, a company that has the scale, expertise, and vision to take them even further. With their leadership, we are confident that the legacy we’ve built will continue to grow and thrive in the years ahead.”