NHC Foods to buy 2 firms: stakes, price and FY25 sales

What NHC Foods has announced

NHC Foods Ltd has approved proposals to acquire controlling stakes in two food and beverage companies, Lotmor Brands Pvt Ltd and Walya’s Beverages Pvt Ltd. The company said the move is aimed at expanding its presence across the food and beverage value chain in India. The board met on September 16, 2026, and authorised investments for the proposed transactions. NHC Foods described the targets as adding procurement and distribution capabilities to its existing operations. The company also said it intends to build on what it already has, rather than operate the acquired businesses in isolation. The disclosure was made through a regulatory filing.

Stakes proposed and ownership levels

Under the proposed transactions, NHC Foods plans to acquire up to an 88% stake in Lotmor Brands. It also plans to acquire up to an 80% stake in Walya’s Beverages. NHC Foods has not disclosed the proposed acquisition cost or the number of shares to be bought. It also did not disclose the eventual ownership level it expects to secure beyond the “up to” percentages stated. The company framed both deals as a step toward a broader footprint in the food and beverages segment across India.

Consideration structure and the ₹6.50 per share reference

NHC Foods said the consideration for both acquisitions may be settled in cash or through the issue of NHC Foods equity shares. For any share issuance, the company disclosed a reference price of ₹6.50 per share. It also noted that the price may be determined after six months from the disclosure date in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. In other words, the pricing mechanism is linked to the regulatory timeline rather than an immediate issuance at the stated level. The company did not disclose the final mix between cash and shares.

Due diligence timeline and key conditions

Both transactions are subject to due diligence expected to be completed within six months. NHC Foods said shareholder approval will be required only if the consideration is settled other than entirely in cash. The company also stated that neither proposed acquisition is a related-party transaction. It added that no government or regulatory approvals are required for the deals, as per the disclosure. These conditions, especially the due diligence window and the consideration structure, will shape the next set of formal steps.

What the targets bring to the table

Lotmor Brands has established a footprint across more than 20 states and 22,000 retail outlets. NHC Foods indicated that the target entities would add procurement and distribution capabilities, supporting a wider presence across the food and beverage value chain. Walya’s Beverages is described as being involved in manufacturing and trading of food and beverages. Lotmor Brands is described as operating across food, beverages, grocery, and wellness products. NHC Foods also noted that positive cash flows from these entities would strengthen the acquirer’s financials, according to the board’s observations.

FY25 turnover figures disclosed for the targets

NHC Foods’ disclosure included FY25 turnover figures for both targets. Lotmor Brands reported FY25 turnover of ₹1,797.39 crore. Walya’s Beverages reported FY25 turnover of ₹222.75 crore. These numbers provide a sense of the operating scale of the businesses NHC Foods is seeking to bring under its control. However, NHC Foods has not disclosed how these turnover levels translate into valuation or consideration for the proposed stake purchases.

Key disclosed facts at a glance

Board changes alongside the acquisition approvals

Alongside the acquisition approvals, the board appointed Suryakant Dhondhu Walavalkar as an Additional Director and Executive Director, effective September 16, 2026. The company disclosed this as part of its board decisions on the same day. The filing does not connect the appointment to a specific transaction condition, but it was reported in the same set of announcements. Such appointments often accompany expansion plans, although the company’s disclosure focuses mainly on the acquisition proposals and due diligence timeline.

Market impact and what investors can track

The company’s disclosures highlight several measurable watchpoints: the six-month due diligence timeline, the final consideration mix between cash and equity, and whether the reference issue price of ₹6.50 per share is used or revised as per SEBI ICDR timelines. Another key point is the requirement for shareholder approval if the deal consideration is not entirely cash. NHC Foods also stated it does not need government or regulatory approvals, which can reduce procedural uncertainty, based strictly on what was disclosed. Still, the company has not provided the transaction value, share count, or final ownership level, leaving investors with limited information on potential dilution or cash outflow at this stage.

Broader context: network expansion and overseas plans

NHC Foods positioned the acquisitions as a way to expand its procurement and distribution network, aligning with a broader push across the food and beverage segment. In a separate disclosure, it also said it has entered into binding Heads of Terms for its first manufacturing facility in Liberia, marking an entry into the West African market. While the Liberia plan is distinct from the India-focused acquisitions, it signals that the company is pursuing capacity and market expansion on multiple fronts. The immediate near-term milestones, however, remain the completion of due diligence and the finalisation of the payment structure for Lotmor Brands and Walya’s Beverages.

Conclusion

NHC Foods has approved plans to acquire up to 88% of Lotmor Brands and up to 80% of Walya’s Beverages, with payment potentially in cash or via equity issuance at ₹6.50 per share, subject to SEBI ICDR pricing rules after six months. The company has set a six-month due diligence window and said shareholder approval will be needed only if the deals are not settled entirely in cash. The next updates are likely to hinge on due diligence completion and clarity on consideration, share issuance, and final transaction terms.