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CCI Update – Approval of Acquisition of up to 72.8% Shareholding of Orient Cement Limited by Ambuja Cements Limited

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CCI Update – Approval of Acquisition of up to 72.8% Shareholding of Orient Cement Limited by Ambuja Cements Limited

Competition Commission of India (“CCI”) vide Press Release No. 102/2024-25[1], dated March 04, 2025, approved the proposed acquisition of up to 72.8% (seventy-two-point eight percent) of the shareholding in Orient Cement Limited (“Target Company”) by Ambuja Cements Limited (“Acquirer”). The proposed transaction shall proceed in 2 (two) steps, in line with the applicable regulations under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The entities involved in the proposed acquisition include:

  • The Acquirer is engaged in the business of manufacture and sale of grey cement, including Ordinary Portland Cement (“OPC”), Pozzolona Portland Cement (“PPC”), and Pozzolona Composite Cement (PCC). The Acquirer, including its subsidiaries, operates 22 (twenty-two) integrated cement plants across India, as well as 10 (ten) bulk cement terminals and 21 (twenty-one) grinding units.
  • The Target Company is primarily engaged in the business of manufacturing grey cement, including PPC and OPC. It operates 3 (three) manufacturing facilities located at Devapur (Telangana), Chittapur (Karnataka), and Jalgaon (Maharashtra), and has a distribution network spanning 10 (ten) states across India.

The transaction shall occur in two steps:

  • Step 1: The Acquirer shall acquire 46.80% (forty-six-point eight percent) of the issued share capital of the Target Company, which includes 37.90% (thirty-seven-point nine percent) held by the current Promoter and Promoter Group and 8.90% (eight-point nine percent) from certain public shareholders.
  • Step 2: As a result of Step 1, the Acquirer shall be obligated to make an open offer under Regulation 3(1) and Regulation 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, for the acquisition of up to 26% (twenty six percent) of the expanded share capital of the Target Company. If the open offer is fully accepted, the shareholding of the Acquirer shall increase to 72.8% (seventy-two-point eight percent).

[1] https://www.cci.gov.in/media-gallery/press-release/details/489/0