Jujhar Constructions and Travels Private Limited (JCTPL) has formally announced a significant strategic investment in CDG Petchem Limited, a company listed on BSE. According to a regulatory filing dated June 16, 2025, JCTPL acquired 49,00,000 (Forty-Nine Lakh) equity shares and 5,64,500 (Five Lakh Sixty-Four Thousand and Five Hundred) warrants of CDG Petchem Limited on June 14, 2025, through a preferential allotment. This transaction positions JCTPL to potentially hold a controlling stake of 54.65% in CDG Petchem on a fully diluted basis, marking a substantial development for both entities.
The acquisition was made at an issue price of ₹41.00 per equity share and ₹41.00 per warrant. This move by JCTPL, which is not part of CDG Petchem's promoter group, signals a notable change in the shareholding pattern of the target company.
| Particulars | Details |
|---|---|
| Acquirer | Jujhar Constructions and Travels Private Limited (JCTPL) |
| Target Company | CDG Petchem Limited (CDG) |
| Date of Acquisition / Allotment | June 14, 2025 |
| Equity Shares Acquired | 49,00,000 shares |
| Warrants Acquired | 5,64,500 warrants (convertible into one equity share each) |
| Issue Price (Equity Shares) | ₹41.00 per share (Face Value: ₹10.00, Premium: ₹31.00) |
| Issue Price (Warrants) | ₹41.00 per warrant |
| Warrant Subscription Price | ₹10.25 per warrant (part of the ₹41.00 issue price) |
| Warrant Exercise Price | ₹30.75 per warrant (payable upon conversion) |
| Mode of Acquisition | Preferential Allotment |
| JCTPL's Pre-Acquisition Holding in CDG | Nil shares or warrants |
| CDG's Equity Capital Pre-Acquisition | ₹3,07,75,000 (30,77,500 shares of ₹10 each) |
| CDG's Equity Capital Post-Share Allotment | ₹9,23,55,000 (92,35,500 shares of ₹10 each) |
| JCTPL's Stake from Equity Shares Acquired | 53.06% (of CDG's post-allotment equity capital of 92,35,500 shares) |
| CDG's Total Diluted Capital Post-Acquisition (assuming full warrant conversion) | ₹10,00,00,000 (1,00,00,000 shares of ₹10 each) |
| JCTPL's Total Potential Stake (Post-Warrant Conversion) | 54.65% (54,64,500 shares out of 1,00,00,000 diluted shares) |
| Total Investment for Shares by JCTPL | ₹20,09,00,000 (₹20.09 crore) |
| Total Investment for Warrants by JCTPL (Subscription + Exercise) | ₹2,31,44,500 (₹2.31 crore) |
| Total Aggregate Potential Investment by JCTPL | ₹22,40,44,500 (₹22.40 crore) |
Detailed Analysis of the Transaction
The acquisition by Jujhar Constructions and Travels Private Limited involves a two-pronged approach: an immediate acquisition of equity shares and a future option to increase shareholding through warrants.
Equity Share Acquisition
JCTPL has acquired 49,00,000 equity shares of CDG Petchem Limited. These shares, with a face value of ₹10.00 each, were issued at a price of ₹41.00 per share. This includes a premium of ₹31.00 per share over the face value. The total cash outflow for JCTPL for this tranche of equity shares amounts to ₹20.09 crore (49,00,000 shares * ₹41.00/share).
Prior to this transaction, JCTPL held no shares in CDG Petchem. With this acquisition, JCTPL's holding of 49,00,000 shares constitutes 53.06% of CDG Petchem's expanded equity share capital after the preferential allotment of shares, which stands at 92,35,500 equity shares (₹9.2355 crore). This immediately gives JCTPL a majority shareholding in the target company based on the current issued equity.
Warrant Acquisition
In addition to the equity shares, JCTPL has also been allotted 5,64,500 warrants. Each warrant is convertible into one equity share of CDG Petchem Limited. The issue price for these warrants is also ₹41.00 per warrant. This price is structured in two parts: an initial warrant subscription price of ₹10.25 per warrant (paid at the time of allotment) and a warrant exercise price of ₹30.75 per warrant (payable at the time of conversion into equity shares).
The initial payment for the warrants by JCTPL amounts to ₹57,86,125 (5,64,500 warrants * ₹10.25/warrant). If JCTPL chooses to exercise all its warrants, an additional ₹1,73,58,375 (5,64,500 warrants * ₹30.75/warrant) will be payable. Thus, the total cost for acquiring equity shares through these warrants would be ₹2.31 crore for 5,64,500 shares.
Overall Stake and Investment
Combining the acquired equity shares and the potential shares from warrant conversion, JCTPL's total potential holding in CDG Petchem would be 54,64,500 equity shares (49,00,000 shares + 5,64,500 shares from warrants). This represents a substantial 54.65% of CDG Petchem's total diluted share capital, which is projected to be 1,00,00,000 equity shares (₹10 crore) if all warrants (including those allotted to JCTPL and potentially others) are converted.
The total potential investment by JCTPL in CDG Petchem, if all warrants are exercised, would sum up to ₹22.40 crore (₹20.09 crore for shares + ₹2.31 crore for warrants).
Impact on CDG Petchem's Share Capital
This preferential allotment significantly alters CDG Petchem's capital structure. Before this acquisition, CDG Petchem's equity share capital was ₹3,07,75,000, divided into 30,77,500 equity shares of ₹10 each.
Post the preferential allotment of equity shares (which includes the 49,00,000 shares to JCTPL and potentially shares to other allottees as part of the same issue), CDG Petchem's issued equity share capital has increased to ₹9,23,55,000, comprising 92,35,500 equity shares.
Furthermore, upon full conversion of all outstanding warrants (including the 5,64,500 allotted to JCTPL), CDG Petchem's total diluted share capital is expected to reach ₹10,00,00,000, consisting of 1,00,00,000 equity shares of ₹10 each. This infusion of capital is likely to bolster CDG Petchem's financial position and support its future operational and expansionary activities.
Regulatory Compliance and Disclosure
The transaction has been disclosed under Regulation 29(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended ("SEBI (SAST) Regulations"). This regulation mandates timely disclosures by entities when their shareholding or voting rights in a listed company cross certain specified thresholds. The acquisition by JCTPL, resulting in a potential stake exceeding 50%, is a significant event under these regulations, necessitating this public disclosure to the stock exchanges and, by extension, to the investing public.
Jujhar Constructions and Travels Private Limited (CIN: U60100PB1996PTC018883), with its head office in Ludhiana, Punjab, has confirmed that it does not belong to the promoter or promoter group of CDG Petchem Limited. The disclosure was signed by Arshdeep Singh Mundi, Director of JCTPL.
CDG Petchem Limited, the target company, is headquartered in Hyderabad, Telangana. The company's Managing Director is Mr. Manoj Kumar Dugar.
Strategic Implications
The acquisition of a majority stake by a non-promoter entity like JCTPL can have several strategic implications for CDG Petchem. It could lead to changes in the company's board composition, overall business strategy, and operational focus. The fresh capital infusion of over ₹22 crore (if warrants are fully exercised) can be utilized by CDG Petchem for various corporate purposes, including debt reduction, capital expenditure, working capital requirements, or pursuing new growth opportunities.
The preferential allotment route allows companies to raise funds from select investors, often strategic partners, who can bring not just capital but also expertise or market access. The market will be keenly observing further announcements from both JCTPL and CDG Petchem regarding the future roadmap and synergies expected from this significant change in ownership and capital structure.
Shareholders of CDG Petchem will be particularly interested in understanding JCTPL's long-term vision for the company and how this new strategic investment will translate into value creation. The terms of the warrants also provide a timeline over which JCTPL can increase its stake, offering some visibility into its commitment.
