The Board of Directors of Ador Welding Limited last week accepted the recommendations of the Committee of its Independent Directors & the Audit Committee and approved the Amalgamation (Merger by Absorption) of Ador Fontech Limited with Ador Welding Limited.
Rationale: Consolidation of complementing strengths
The amalgamation of Ador Fontech Limited with Ador Welding Limited would, inter alia, have the following benefits:
Rationale: Consolidation of complementing strengths
The amalgamation of Ador Fontech Limited with Ador Welding Limited would, inter alia, have the following benefits:
- To achieve the Vision of Creating the Best Welding Company and Consolidate market position.
- Optimal use of distribution network, sales force, human resources, manufacturing units, supply chain, research & training facilities.
Merger Scheme details
- 5 (Five) equity shares of AWL, having a face value of INR 10/- each fully paid up, shall be issued for every 46 (forty-six) equity shares held in ADFL, having a face value of INR 2/- each fully paid up. Pursuant to which the shareholders of Ador Fontech Limited would have ~21.86% stake in Ador Welding Limited.
- Post-Merger, Promoter group holding shall be ~53.04% and Public holding shall be ~46.96%.
Timeline
The Appointed Date for the merger would be 01st April 2022 and the merger process is expected to be completed by 31st March, 2023. The merger is subject to approvals from the Stock Exchanges, SEBI, Shareholders, Creditors, jurisdictional National Company Law Tribunal (“NCLT”) and other applicable statutory & regulatory authorities.
Speaking about the merger Mrs. Ninotchka Malkani Nagpal, Executive Chairman of Ador Welding Limited, said, “With the merger of Ador Welding & Ador Fontech, we embark on a new chapter for the Ador Group. The operational synergies of both the companies will provide a winning approach to build on our partnerships with all stakeholders and create a brand that is trusted worldwide.”
Speaking about the merger Mr. Harish P. Ledwani, Managing Director and CEO of Ador Fontech Limited, said, “Merger will create a stronger Enterprise, in pursuance of our vision to become market leaders and thereby create higher value for all stakeholders.”
Speaking about the merger Mr. Aditya T. Malkani, Managing Director of Ador Welding Limited and also Chairman of Ador Fontech Limited, said, “We are very excited to announce the merger of Ador Fontech with Ador Welding. With this consolidation, we will be better placed to serve our customers, distributors, and other key stakeholders. A stronger market position will maximise shareholder value, as we aim to draw several synergistic benefits. We look forward to the next stage of growth in our industry.”
