Dalmia Bharat Limited will invest ₹2,850 crore to acquire a 5.2 million tonne per annum (MTPA) cement capacity portfolio along with associated assets from Jaiprakash Associates Limited (JAL) as part of the insolvency resolution process being implemented under the Adani Group-led resolution plan.
Its wholly owned subsidiary Dalmia Cement (Bharat) Limited has executed a “fresh” Business Transfer Agreement on May 21 with Jaiprakash Associates Limited and Adani Infra (India) Limited for the acquisition of cement undertakings located at Rewa (Madhya Pradesh), Chunar, Churk and Sadwa in Uttar Pradesh, the company stated in a regulatory filing with the stock exchanges on Friday. The assets comprise an integrated unit at Rewa, grinding units at Chunar and Churk, and a blending unit at Sadwa, together aggregating 5.2 MTPA cement capacity and 3.3 MTPA clinker capacity.
The transaction also includes 99 MW of thermal power capacity across the facilities and railway siding infrastructure at Rewa and Chunar, along with a common railway siding at Churk, which is expected to support logistics efficiency and reduce transportation costs. The deal has been signed at an enterprise value of ₹2,850 crore and is expected to be consummated within two weeks, after which the assets will be integrated into Dalmia Bharat’s operational network. Commercial production from the acquired plants is expected to commence in the second quarter of FY27.
With this acquisition, Dalmia Bharat’s total cement capacity will increase from 49.5 MTPA to 54.7 MTPA. The company also has ongoing expansion projects at Belgaum, Pune and Kadapa, which are expected to further raise total capacity to 66.7 MTPA by FY28. The company said the acquisition provides faster access to central Indian markets compared to a greenfield project and offers scope for further expansion through debottlenecking and brownfield initiatives. It added that the assets are expected to support improved efficiency and returns, given the region’s pricing environment and Dalmia’s cost leadership position.
The transaction is part of the broader resolution of Jaiprakash Associates under the Insolvency and Bankruptcy Code (IBC), following approval of the Adani Group’s resolution plan by the National Company Law Tribunal (NCLT). Earlier framework agreements between Dalmia and JAL could not be completed due to insolvency proceedings, and the new agreement is intended to settle all pending disputes and bring closure to ongoing matters.
DCBL in its filing stated that it had entered into a framework agreement in December 2022 with JAL for sale of business assets along with other relevant agreements in pursuant thereof including a business transfer agreement and cement sale purchase agreement. These agreements were entered into with a view to, inter alia, settle all disputes with JAL including under the ‘Long-term clinker supply agreement’. However, while the consummation of the same was pending, JAL was admitted to insolvency and the sale could not be completed.
Post approval of the resolution plan of Adani Group under the IBC framework with respect to JAL, DCBL requested that the earlier agreement should be considered with a view to settle all pending disputes with JAL. Considering overall interest of all stakeholders and to ensure that the Cement Undertakings are preserved and valuable economic activity can commence in the true spirit of resolution under the IBC, DCBL has executed a fresh Business Transfer Agreement with JAL and Adani Infra (India) Ltd. for the Cement Undertaking, to settle and bring quietus to all disputes and differences between them concerning the ongoing legal proceedings, the pending arbitral award and/or the Framework Agreement, the company added.