Acetech plans Rs 9 crore for 70% Unique Cookware stake

Acetech E-commerce Limited proposes to deploy Rs 9 crore from net rights-issue proceeds to acquire 70% of Unique Cookware (India) Private Limited for Rs 10.41 crore, with the 55,44,700-share purchase expected to make Unique Cookware (India) Private Limited a subsidiary after the partial payment and agreed closing conditions are met.

What is Acetech buying from Unique Cookware?

Acetech is buying 55,44,700 equity shares, representing 70% of Unique Cookware (India) Private Limited, for an aggregate consideration of Rs 10.41 crore. The proposed purchase is governed by a share purchase agreement dated November 3, 2026, between Acetech, Unique Cookware (India) Private Limited and its existing shareholders.

Unique Cookware (India) Private Limited was incorporated on May 20, 2009 and manufactures and trades cookware, kitchen appliances and fabricated metal household products for the domestic market. Following the proposed acquisition, Acetech would hold 55,44,700 of the company’s 79,21,000 shares, while Pravin Umedmalji Parmar would retain 23,76,300 shares, or 30%.

Acetech says the principal rationale is Unique Cookware (India) Private Limited’s land and buildings, comprising about 745 square metres of land and a 929.36-square-metre factory shed. The source identifies this physical property as the primary acquisition rationale, while the target’s property, plant and equipment were reported at Rs 4.5187 crore at March 31, 2026.

No earnest money or advance has been paid for the transaction. Under the agreement, the agreed shares are to transfer to Acetech upon receipt of the Rs 9 crore partial payment, while the balance Rs 1.41 crore is payable under a schedule mutually agreed by the parties and subject to conditions precedent, legal formalities and regulatory requirements.

How will Acetech pay for the 70% stake?

Acetech plans to fund Rs 9 crore of the Rs 10.41 crore consideration from net proceeds of its proposed rights issue, with the remaining Rs 1.41 crore to be paid partly through internal resources or accruals. The draft letter of offer states maximum gross issue proceeds of Rs 40 crore, before issue expenses that had not been specified.

The purchase consideration was negotiated with the sellers with reference to an October 31, 2026 valuation report by independent registered valuer CA Vasu Aggarwal. The report valued Unique Cookware (India) Private Limited at Rs 14.875638 crore, while the agreed consideration applies to Acetech’s 70% shareholding purchase rather than the full company.

The Rs 30 crore of identified uses includes Rs 19.20 crore for the balance consideration on the Zentaro and Phoenix Wear e-commerce acquisition and Rs 1.80 crore for unidentified inorganic acquisitions. General corporate purposes remain unspecified, although Acetech states that such use will not exceed 25% of gross proceeds.

The rights issue is not underwritten, and Acetech’s promoters stated in letters dated November 1, 2026 that they did not intend to subscribe to their respective rights entitlements. Because the promoters plan to renounce their entitlements in full in favour of third parties, or sell or renounce part in the market, the issue is subject to a minimum 90% subscription requirement.

How did Unique Cookware perform before Acetech's proposed purchase?

Unique Cookware (India) Private Limited reported total income of Rs 49.4387 crore for the year ended March 31, 2026, compared with Rs 41.8659 crore for the year ended March 31, 2025. Profit after tax, however, declined to Rs 1.1681 crore from Rs 1.2846 crore over the same two audited periods.

Net worth rose to Rs 25.1972 crore at March 31, 2026 from Rs 24.059 crore a year earlier, while total assets increased to Rs 45.1044 crore from Rs 33.0704 crore. The asset increase included inventories of Rs 16.2803 crore, trade receivables of Rs 13.8155 crore and cash and bank balances of Rs 4.5157 crore at March 31, 2026.

Short-term borrowings rose to Rs 16.9003 crore at March 31, 2026 from Rs 6.8086 crore at March 31, 2025, an increase of Rs 10.0917 crore. Unique Cookware (India) Private Limited reported no long-term borrowings in either year, while current liabilities increased to Rs 19.9071 crore from Rs 8.7165 crore.

The target’s current assets rose to Rs 40.1579 crore in March 2026 from Rs 26.3935 crore in March 2025. Its property, plant and equipment fell slightly to Rs 4.5187 crore from Rs 4.5743 crore, even as Acetech separately identified the 745-square-metre land parcel and 929.36-square-metre factory shed as central to the transaction rationale.

What else does Acetech plan to fund through the rights issue?

Acetech also proposes to use up to Rs 19.20 crore of net proceeds for the outstanding consideration on the Zentaro and Phoenix Wear acquisition. The July 2, 2026 asset purchase agreement covers direct-to-consumer e-commerce businesses operated through Shopify stores and selling specialty fashion and contemporary men’s apparel to European and international customers.

The total consideration for that acquisition is USD 2,075,000, of which Acetech had paid USD 155,000 from internal accruals as of September 30, 2026. The USD 1,920,000 balance is proposed to be funded from net proceeds and is represented as Rs 19.20 crore using an assumed exchange rate of Rs 100 per US dollar.

Acetech says a higher rupee cost caused by exchange-rate movements would be met from internal accruals. If the rupee cost is lower, any surplus could be allocated to other issue objects or general corporate purposes, subject to the stated cap of 25% of gross proceeds for general corporate purposes.

A further Rs 1.80 crore is proposed for unidentified inorganic acquisitions or investments over fiscals 2026 and 2027. As of the draft letter of offer date, Acetech had not identified a target or entered into a definitive agreement for this allocation; it disclosed LumiArt, acquired in April 2026, among its earlier acquisitions.

Conclusion

The proposed transaction would give Acetech control of a 70% stake in Unique Cookware (India) Private Limited, a domestic cookware manufacturer with Rs 49.4387 crore of FY 2025-26 income and land of about 745 square metres. The Rs 9 crore rights-issue allocation covers most, but not all, of the Rs 10.41 crore agreed consideration, leaving Rs 1.41 crore to be paid through the agreed funding schedule.

The next matters to watch are the rights issue’s 90% minimum subscription outcome, the transfer of 55,44,700 shares after the Rs 9 crore partial payment, and completion of conditions precedent and legal formalities. Acetech has scheduled the Rs 9 crore deployment for FY 2026-27 but states that its board may revise deployment timing or allocations if circumstances require, subject to applicable law.