Ambuja Cements Limited, part of the Adani Group, has officially acquired an additional 26.00% stake in Orient Cement Limited, increasing its total holding in the company to 72.66%. The acquisition was made through an open offer extended to the public shareholders of Orient Cement, complying with the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The disclosure, made under Regulation 29(2) read with Regulation 29(3) of SEBI Takeover Regulations, was filed with BSE, NSE, and the target company (Orient Cement) on June 18, 2025.

Transaction Overview

Before the transaction, Ambuja Cements held 9,58,73,163 equity shares in Orient Cement, which represented 46.66% of the total voting capital of the company. Following the open offer, the company acquired an additional 5,34,19,567 equity shares, thereby increasing its total shareholding to 14,92,92,730 shares, equalling 72.66% of the voting rights.

The acquisition price under the open offer was fixed at ₹395.40 per share, and the shares acquired carried full voting rights.

SEBI Compliance and Disclosure

The disclosure was made as per the prescribed format of Part-A under SEBI (SAST) Regulations, and includes the following key compliance details:

• Name of Target Company: Orient Cement Limited

• Acquirer: Ambuja Cements Limited

• Shares Acquired: 5,34,19,567 equity shares

• Mode of Acquisition: Open offer to public shareholders under SEBI Takeover Code

• Date of Acquisition: June 18, 2025

• Post-acquisition Holding: 72.66%

• Total Voting Capital Post Deal: 20,54,59,873 equity shares

This acquisition marks a significant shift in shareholding control, giving Ambuja Cements a clear promoter-level majority stake in Orient Cement.

Impact on Orient Cement

With Ambuja Cements becoming the dominant shareholder, Orient Cement is now formally part of the Ambuja-Adani ecosystem, which is focused on scaling operations, sustainability, and vertical integration in the cement sector.

Key implications of the acquisition include:

• Increased synergies in logistics, procurement, and operations between the two cement entities

• Better capital access and funding for expansion projects in Orient Cement

• Improved governance oversight and alignment with Ambuja’s growth strategy

Despite the shareholding change, there is no change in the total voting capital, as the transaction was an acquisition of existing shares, not a fresh allotment.

Financial and Strategic Background

The offer price of ₹395.40 per share was a premium over the prevailing market price and reflects Ambuja Cements’ confidence in the future potential of Orient Cement.

Some key strategic goals likely behind the move:

• Consolidating market share in India's growing cement sector

• Strengthening Adani’s position in building materials post-Holcim exit

• Leveraging Orient’s manufacturing capacity and pan-India presence

This acquisition is in line with Adani Group’s broader strategy to create a cement manufacturing behemoth that rivals global giants in capacity, efficiency, and reach.

Shareholding Pattern Before and After Acquisition

The total equity capital and voting rights of Orient Cement remain unchanged at 20,54,59,873 shares, each with a face value of Re. 1.

Open Offer Mechanics

The open offer was made in compliance with SEBI (SAST) Regulations, which mandate that an entity acquiring more than 25% of a listed company must make an offer to the public shareholders.

Key open offer terms:

• Offer Price: ₹395.40 per share

• Offer Size: 5,34,19,567 shares

• Offer Mode: Cash

• Offer Type: Mandatory open offer under takeover regulations

This acquisition was not a related party transaction, and no shares were encumbered, pledged, or held through convertible securities.

About Ambuja Cements

Ambuja Cements Limited is one of India’s largest cement manufacturers. Now part of the Adani Group, the company has a pan-India presence and is known for its technological excellence, environmental stewardship, and strong financials.

• Head Office: Adani Corporate House, Shantigram, SG Highway, Ahmedabad

• CIN: L26942GJ1981PLC004717

• Website: www.ambujacement.com

• BSE Scrip Code: 500425

• NSE Code: AMBUJACEM

The company is spearheading initiatives in green cement, renewable energy in production, and logistics modernisation.

About Orient Cement

Orient Cement Limited is a mid-sized cement manufacturer with a strong presence in eastern and southern India. With multiple integrated plants and grinding units, Orient Cement has been an important player in the region.

• Registered Office: Plot No. 7, Unit-VIII, Bhoinagar, Bhubaneshwar, Orissa – 751012

• Listed On: BSE, NSE

• Core Products: OPC, PPC, and PSC grade cement

Conclusion

With this acquisition, Ambuja Cements Limited has consolidated its position as the majority shareholder of Orient Cement, holding 72.66% stake post-open offer. The deal enhances Ambuja’s strategic position in the cement sector, aligning with Adani Group’s vision to become a dominant force in the building materials market.

As the cement industry in India gears up for a massive infrastructure boom, backed by government spending and private construction, this acquisition positions both companies for aggressive growth, capacity expansion, and market dominance.

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