Gabriel India announces strategic restructuring to consolidate Business Operations and Drive Future Growth and Competitiveness

The Board of Directors of Gabriel India Limited ("Gabriel" or "GIL") has approved a composite scheme of arrangement ("Scheme") involving, inter alia, Gabriel India Limited, Asia Investments Private Limited ("AIPL"), and Anchemco India Private Limited (formerly known as Andasia Private Limited) ("Anchemco").

This Scheme will result into vesting of automotive business undertaking of AIPL comprising of business of Anchemco (engaged in manufacturing of brake fluids, radiator coolants, diesel exhaust fluid (DEF) / ad-blue, and PU/ PVC based adhesives) and investments in Dana Anand India Private Limited ("Dana"), Henkel ANAND India Private Limited ("Henkel") and ANAND CY Myutec Automotive Private Limited ("ACYM") ("Demerged Undertaking") into Gabriel.

Gabriel will issue 1,158 equity Shares of ₹1 each for every 1,000 equity shares of ₹10 each held in AIPL to the shareholders of AIPL.

This Scheme will consolidate the business of the Demerged Undertaking of AIPL in automotive components and products like drive train products including transmissions for EVs, Body in White and NVH Products and solutions, brass and steel synchroniser rings, aluminum forgings, brake fluids, radiator coolants and diesel exhaust fluids (DEF) / Ad-Blue for 2W, 3W and 4W vehicles and trucks and PU and PVC based adhesives into Gabriel. This inclusion, together with the recently added sunroof business, will transform Gabriel from a mono-product suspension company into a diversified, technology-driven mobility solutions provider, and reducing the dependency on a single product line by expansion into new segments, geographies, the aftermarket product range, and railways product range.

This arrangement will propel Gabriel to position itself as a preferred global OEM partner, enhance its customer base, embrace futuristic cutting-edge technology and strengthen aftermarket presence through diverse product portfolio. The Scheme will accelerate profitable growth with better margins, creating substantial shareholder value through EPS accretion and higher return on equity.

The Scheme is subject to receipt of requisite approvals from the Stock Exchanges, the National Company Law Tribunal (NCLT), other statutory and regulatory authorities under applicable laws, respective companies' shareholders and creditors. The transaction is expected to be completed within 10-12 months, subject to timely receipt of regulatory approvals.

JM Financial is acting as exclusive financial advisor and Katalyst Advisors is acting as the structuring and scheme implementation advisor to Gabriel.

KPMG Valuation Services LLP & BDO Valuation Advisory LLP acted as the registered independent valuers for providing the share exchange ratio report to the Board of Gabriel. ICICI Securities provided fairness opinion on share exchange ratio to the Board of Gabriel. Coortus Advisers acted as the due diligence advisor to Gabriel.

Reflecting on the said restructuring, Mrs. Anjali Singh, Chairperson of Gabriel India, said: "This Scheme of Arrangement is in line with our Group's strategy towards re-aligning the corporate structure, which will result in its improved competitive position and Gabriel India will play a pivotal role. We see Gabriel India as ANAND Group's vehicle for future growth with its ability to provide a platform to capture the value creation for all its shareholders. At a Group level, we have set ourselves a revenue target of Rs. 50,000 crores by 2030 and we see Gabriel India leading the way."

Mr. Atul Jaggi, Managing Director of Gabriel India, added: "Gabriel India had traditionally been a single product company within suspension parts and shock absorbers as its key product portfolio. In 2023, we added Sunroof business as a first step towards our strategic intent to be a multi-product company. Now, with these strategic initiatives we shall have a presence in manufacturing and sale of multiple products such as brake fluid, radiator coolants, diesel exhaust fluid (DEF) / Ad-blue for 2W, 3W, 4W and truck applications and PU / PVC based adhesives.

Additionally, with equity holdings in Dana Anand, Henkel ANAND and ANAND CY Myutec Automotive, Gabriel participates in drivetrain products including transmissions for EVs, BodyIn-White and NVH products and solutions, as well as automotive synchronizer rings and aluminum forgings. This will strengthen Gabriel's positioning as a preferred partner for global OEMs and expands its aftermarket presence."

Shares of Gabriel India Limited was last trading in BSE at Rs. 702.45 as compared to the previous close of Rs. 667.10. The total number of shares traded during the day was 75313 in over 5650 trades.

The stock hit an intraday high of Rs. 706.50 and intraday low of 663.90. The net turnover during the day was Rs. 52028415.00.

Source : Equity Bulls

Keywords

GabrielIndia INE524A01029 SchemeofArrangement AsiaInvestments AnchemcoIndia