Anevolve Private Limited, along with Asia Investments UK Private Limited, has entered into an agreement to acquire a majority stake in APAG Holding AG, the Swiss subsidiary of Kanoria Chemicals & Industries Limited, through a two-tranche transaction.
In the first tranche, scheduled for completion by September 2025, Anevolve and Asia Investments will jointly infuse USD 19.38 million (EUR 17.78 million) into APAG Holding AG in exchange for 3,641 equity shares, representing approximately 63 percent of the company’s equity. This capital infusion will support the company’s financial restructuring and operational requirements. The transaction will result in the dilution of Kanoria Chemicals’ stake in APAG from 55 percent to about 14.3 percent. No consideration will be paid to Kanoria Chemicals in this tranche, as the funds are being directly infused into APAG.
In parallel, Kanoria Chemicals will convert an outstanding loan of EUR 2.63 million into 540 equity shares of APAG. Cosyst Holding AG, a related party of Kanoria Chemicals and a shareholder in APAG, will convert a loan of CHF 4.95 million (approximately EUR 5.27 million) into 1,079 equity shares.
Anevolve and its co-investor plan to acquire the remaining 14.3 percent stake held by Kanoria Chemicals in the second tranche, scheduled for the financial year 2029–30. The valuation for this stake will be determined based on a methodology to be defined in a shareholders’ agreement. Upon completion of the first tranche, APAG Holding AG will cease to be a subsidiary of Kanoria Chemicals.
APAG reported a standalone total income of INR 34.39 million and a net worth of INR -270.70 million for FY 2024–25. On a consolidated basis, it contributed INR 7,770.35 million, or 50.26 percent of Kanoria Chemicals’ total income, with a consolidated net worth of INR -322.98 million, or -6.33 percent.
The transaction is not classified as a related-party deal, as neither Anevolve nor Asia Investments is affiliated with the promoter group of Kanoria Chemicals. It is also not part of a scheme of arrangement and does not qualify as an “undertaking” under the SEBI (Listing Obligations and Disclosure Requirements) Regulations.
Anevolve Private Limited is focused on long-term investments in industrial and technology-led businesses with turnaround potential and international expansion opportunities.
