Amber assigns Rs 641.1558 crore goodwill to acquisitions

Amber Enterprises India Limited assigned Rs 641.1558 crore of goodwill to its Power-One and Shogini acquisitions in consolidated results for the half year ended 30 September 2026, comprising Rs 360.3515 crore for Power-One and provisional Rs 281.8043 crore for Shogini. Both allocations were prepared under Ind AS 103.

How was Power-One's purchase price allocated?

Amber allocated Rs 477.78 crore of total purchase consideration for Power-One between Rs 117.4285 crore of fair value of net assets acquired and Rs 360.3515 crore of goodwill. IL JIN Electronics (India) Limited, or IL JIN, acquired 60% of Power-One Micro Systems Private Limited and majority control on 5 August 2025 for initial consideration of Rs 262 crore, subject to adjustments under the definitive agreements.

The total consideration exceeded the initial amount paid because it also included contractual items linked to the remaining interest and transaction adjustments. These comprised a Rs 3.86 crore purchase-consideration receivable, a Rs 28.52 crore derivative liability for adjustments including call and put options, and a Rs 191.12 crore put liability for the remaining 40% interest. The filing used these components to arrive at total consideration of Rs 477.78 crore.

Amber said Power-One was accounted for using the acquisition method from 5 August 2025 under Indian Accounting Standard 103, or Ind AS 103, which covers business combinations. The filing says the purchase-price allocation, or PPA, is based on values at the acquisition date and remains provisional pending detailed valuations and calculations, meaning the final allocation may differ.

Based on the disclosed table, goodwill represented about 75% of Power-One's Rs 477.78 crore total consideration, while the acquired net assets represented about 25%. Those percentages are calculations from the allocation figures rather than targets or valuation views disclosed by Amber. The filing does not identify individual business drivers behind the goodwill balance.

What did Shogini's acquisition accounting show?

Amber allocated Rs 628.99 crore of total consideration for Shogini Technoarts Pvt Ltd, including Rs 505.9755 crore paid for 80% equity and majority control and Rs 123.0145 crore of deferred consideration for the remaining 20%. IL JIN obtained control on 1 December 2025, after its Strategic Alliance Committee approved the definitive agreements on 14 November 2025.

The provisional allocation attributed Rs 347.1857 crore to the fair value of net assets acquired and Rs 281.8043 crore to goodwill. Acquired assets, including intangible assets, were valued at Rs 597.3747 crore, while liabilities assumed were Rs 195.1447 crore and the deferred tax liability on fair value of net assets was Rs 55.0443 crore.

The deferred consideration is part of the stated Rs 628.99 crore purchase consideration rather than a separate acquisition announced after the initial 80% purchase. Amber said IL JIN recognised it under the terms of the definitive agreements for acquiring the remaining 20% equity interest. Shogini became an IL JIN subsidiary and an Amber step-down subsidiary from 1 December 2025.

Amber described Shogini's PPA as provisional and said the final PPA will be determined after detailed valuations and necessary calculations are completed. This is a stated accounting qualification, not a forecast of a specific revision. The filing says the final allocation could differ from the provisional figures reported for the half year ended 30 September 2026.

How do the two acquisition allocations compare?

Amber's two disclosed allocations show Rs 641.1558 crore of combined goodwill against Rs 1,106.77 crore of combined purchase consideration. Combined fair value of net assets acquired was Rs 464.6142 crore, calculated by adding Power-One's Rs 117.4285 crore and Shogini's Rs 347.1857 crore.

Shogini's consideration was Rs 151.21 crore higher than Power-One's, but its goodwill was Rs 78.5472 crore lower. The disclosed allocation tables show the principal accounting difference: Shogini had Rs 347.1857 crore of acquired net assets, compared with Rs 117.4285 crore for Power-One. This comparison describes the reported allocation outcomes and does not establish a relative operating assessment of either business.

Amber reported consolidated goodwill of Rs 1,712.8936 crore at 30 September 2026, compared with Rs 1,678.0573 crore at 31 March 2026, an increase of Rs 34.8363 crore. The filing does not provide a separate reconciliation from that balance-sheet movement to Power-One, Shogini or other acquisitions, so the change cannot be assigned solely to either transaction.

Is Power-One now wholly owned by Amber?

Amber said Power-One became an indirect wholly owned subsidiary after IL JIN completed acquisition of the remaining 40% equity stake on 2 November 2026. The transaction followed share-swap agreements dated 18 October 2026 and occurred after the 30 September 2026 reporting date used for the half-year financial results.

Under the disclosed arrangement, IL JIN acquired 1,75,680 Power-One equity shares and issued 1,76,000 CCPS A3 to the former shareholders on 3 November 2026. CCPS means compulsorily convertible preference shares. The issue price was Rs 10,000 per CCPS A3, including a premium of Rs 9,990 per share.

Before the November 2026 transaction, IL JIN had written a put option and simultaneously purchased a call option for Power-One's remaining 40% stake when it acquired control in August 2025. The initial PPA included the Rs 191.12 crore put liability for that minority interest and the Rs 28.52 crore derivative liability for other contractual adjustments. Amber did not disclose a revised PPA in connection with the later share swap.

The ownership change distinguishes Power-One from Shogini in the disclosed post-acquisition position. IL JIN initially acquired 60% of Power-One on 5 August 2025 and then completed the remaining 40% acquisition on 2 November 2026, whereas Shogini's disclosed allocation includes Rs 123.0145 crore of deferred consideration for its unacquired 20% stake. The filing does not state that Shogini became wholly owned.

Conclusion

Amber's half-year filing records Rs 641.1558 crore of goodwill across the Power-One and Shogini acquisitions under Ind AS 103. Power-One contributed the larger goodwill amount of Rs 360.3515 crore despite having lower total consideration of Rs 477.78 crore than Shogini's Rs 628.99 crore, because its reported acquired net assets were lower at Rs 117.4285 crore.

The next disclosed item to watch is completion of detailed valuation work for both acquisitions, as Amber states that both PPAs may change when final valuations and calculations are completed. For Power-One, subsequent reporting can also clarify the accounting effects, if any, of IL JIN's 2 November 2026 acquisition of the remaining 40% stake.