Indo Borax to buy 64.26% of Kronox in 2026

Deal announcement lifts Kronox Lab shares

Shares of Kronox Lab Sciences jumped 20% and hit the upper circuit in Thursday’s session after Indo Borax & Chemicals approved the acquisition of a majority stake in the company. The approval came from Indo Borax’s board meeting held on August 20, 2026, where it cleared the execution of a share purchase agreement (SPA). The transaction involves buying promoter-held shares that collectively represent control of the listed specialty chemicals manufacturer. Kronox Lab Sciences was also seen trading at ₹186.35 on August 20, 2026, as per the provided market snapshot.

The acquisition matters because it changes control of Kronox Lab Sciences and triggers a mandatory open offer under SEBI takeover rules. Indo Borax has positioned the transaction as a long-term diversification move into sectors that it views as stable with growth potential. Kronox operates in high-purity specialty fine chemicals, an area with diversified end-user industries.

Board approval and structure of the transaction

Indo Borax & Chemicals said its board approved the execution of an SPA to acquire 2.38 crore equity shares of Kronox Lab Sciences. This quantity is also stated as 2,38,44,000 shares in the agreement-related disclosure, representing about 64.26% of Kronox’s total paid-up equity capital. The shares are being acquired from the promoters.

The sellers are named as Ketan Vinodchandra Ramani, Pritesh Vinodchandra Ramani, and Jogindersingh Gianchand Jaswal. The promoters together currently hold 74.21% of Kronox, and the SPA covers the transfer of a controlling block. After completion, Indo Borax will be classified as the promoter, while Zenrock Chemicals Private Limited (ZCPL) will be part of the promoter group.

Consideration, price per share, and cash payment

The aggregate consideration for the SPA is stated as ₹246.12 crore (also referenced as ₹246 crore in a separate line). The disclosed SPA purchase price is ₹103.22 per equity share. The full consideration for the SPA, and for the open offer described below, is to be paid in cash via electronic transfer.

A disclosure footnote adds a pricing nuance under the SEBI takeover framework. While the SPA base price is ₹103.22 per share, the effective price inclusive of consultancy fees payable by Kronox to the sellers under transition support arrangements is calculated at ₹105.87 per share under Regulation 8(7) of the SEBI (SAST) Regulations.

Mandatory open offer triggered under SEBI SAST Regulations

Because the acquisition gives Indo Borax control and voting rights exceeding 25% of Kronox’s voting share capital, it triggers a mandatory open offer under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Indo Borax, along with ZCPL as a person acting in concert, will make an open offer to public shareholders.

The open offer is for up to 95.7 lakh equity shares, representing approximately 25.79% of Kronox’s voting share capital. The offer price for public shareholders is set at ₹157.27 per share, determined in accordance with SAST regulations. The open offer terms, including the price and size, are central because they set a regulated exit route for non-promoter shareholders following the change in control.

Lock-in and continuing promoter holding

Under the SPA terms described, the sellers will retain a remaining holding of 9.95% after the transaction. This residual stake is subject to a lock-in period specified in the agreement. The disclosure also notes that after the lock-in ends, any further transfer by the sellers requires the acquirer’s right of first refusal.

Such provisions are typically used to manage the transition of control and ensure continuity for a period after the promoter stake sale, especially when operational handover and transition support arrangements are part of the deal mechanics.

What Kronox Lab Sciences does and where it operates

Kronox Lab Sciences is engaged in manufacturing high-purity specialty fine chemicals for diversified end-user industries. The company is based in Vadodara, Gujarat, according to the details provided. The business positioning is relevant because Indo Borax has described the acquisition as portfolio diversification into sectors with stability and growth potential.

Indo Borax also stated it intends to nurture and expand Kronox Lab Sciences’ business and maximise value creation for stakeholders. The disclosed rationale is strategy-led rather than framed around immediate synergies, and the announcement emphasises long-term intent.

Financial snapshot disclosed in the report

Kronox reported a turnover of ₹101.22 crore for FY26, marginally higher than ₹100.19 crore in FY25 and ₹89.86 crore in FY24. The same set of disclosures also states that Kronox posted a year-on-year rise of 60% in net profit after tax to ₹25.85 crore for the first quarter of FY26, compared with ₹16.17 crore in the corresponding quarter of the previous fiscal.

These numbers provide context on scale and recent profitability momentum, even as the stake sale itself is driven by promoter divestment and an acquirer’s change-in-control decision.

Key deal terms at a glance

Timeline, completion, and approvals

The SPA was executed on August 20, 2026, according to the transaction description. Indo Borax expects to complete the acquisition within three months of the public announcement. The disclosure states that no governmental or regulatory approvals are required for the deal.

The transaction is also stated to not be a related-party transaction, and the filing notes that no promoter or group company holds an interest in the target entity, based on the provided text.

Market impact: what moved the stock

The immediate market reaction was concentrated in Kronox Lab Sciences, where the stock hit a 20% upper circuit after the acquisition approval became public. The move reflects how change-of-control deals, combined with an open offer requirement, can rapidly reprice expectations in a listed stock.

For investors, the key factual reference points disclosed are the SPA price of ₹103.22 per share, the open offer price of ₹157.27 per share, and the stated size of the open offer at up to 25.79% of voting capital. The market also had visibility on the effective price calculation of ₹105.87 per share when consultancy fees and transition arrangements are considered under the takeover regulations.

Why the acquisition matters

The transaction shifts Kronox from being promoter-controlled to being controlled by a listed acquirer, with Indo Borax and ZCPL set to assume promoter and promoter group status on completion. Indo Borax has linked the deal to diversification and long-term portfolio strategy, while also stating its intention to expand the acquired business.

The combination of a negotiated promoter block sale, mandatory public open offer, and defined timelines makes this a closely tracked corporate action. The next concrete milestones, as stated, are the public announcement process under SAST and completion within the expected three-month window.