Waaree Energies’ board has approved the draft scheme to merge Indosolar with the company. The proposed amalgamation is aimed at consolidating the solar manufacturing operations of the two companies. Once the scheme becomes effective, Indosolar will be dissolved without winding up and will no longer remain a separate listed entity.
Indosolar and Waaree Energies are part of the same group. Indosolar is engaged in the manufacturing of solar photovoltaic modules, while Waaree Energies manufactures solar PV modules and cells, develops solar projects and sells electricity.
Indosolar merger: Waaree Energies proposes 1:11 share exchange ratio
Under the proposed scheme, shareholders of Indosolar, other than Waaree Energies, will receive one fully paid-up equity share of Waaree Energies for every 11 fully paid-up equity shares of Indosolar held by them on the record date.
Why Waaree Energies wants Indosolar merger?
A key reason for the merger is Indosolar’s lack of cell manufacturing capacity. The company currently depends on Waaree Energies or external third parties for its principal raw materials.
Waaree Energies said the merger will bring cell and module manufacturing under one entity. This will create a backward-integrated business and is expected to help with production planning, inventory management and domestic content traceability.
The consolidation will also eliminate continuing related-party transactions arising from cell supply between the two companies.
Waaree promoter holding to decline slightly
Following the merger, Waaree Energies’ total equity share count will increase from 28,76,51,335 shares to 28,85,99,534 shares.
The promoter holding is expected to decline marginally from 64.12% to 63.91%, while public shareholding will increase from 35.88% to 36.09%.
Waaree-Indosolar merger to simplify group structure, cut duplicate compliance
Waaree Energies said the merger will simplify the group structure and consolidate the assets and liabilities of the two companies.
It also expects unified governance, consolidated procurement and borrowing, better capital deployment and operational efficiencies from the combination.
The merger is also expected to eliminate duplicate compliance requirements such as separate audits, board meetings, statutory filings and related-party disclosures.
The scheme will be subject to approvals from the stock exchanges, the National Company Law Tribunal (NCLT), and shareholders and creditors, wherever applicable. It will become effective only after the required approvals are received.
About Waaree Energies
Waaree Energies, the flagship company of the Waaree Group, was founded in 1989 and is engaged in the manufacture of solar photovoltaic (PV) modules and solar cells, along with solar projects and renewable energy solutions. The company describes itself as India’s largest solar module and cell manufacturer, with manufacturing capacities of 21.15 GW for modules and 5.4 GW for cells. Its portfolio spans solar PV modules, inverters, energy storage, green hydrogen solutions and engineering, procurement and construction (EPC) services. Waaree has manufacturing facilities in India and the US and caters to both domestic and international markets.
As of June 30, Waaree Energies had total assets of Rs 23,798.16 crore, net worth of Rs 13,869.90 crore and turnover of Rs 6,221.67 crore.
In comparison, Indosolar had total assets of Rs 404.92 crore, net worth of Rs 323.63 crore and turnover of Rs 68.36 crore.
Waaree Energies share price
The share price of Waaree Energies is trading flat in the intraday trading session. The stock has declined 19.05% in last six months.