Iris Clothings Limited Acquires 51% Stake in Infinia Lifestyle for INR 57 Crore; Approves Preferential Share Issuance

Iris Clothings Limited Acquires 51% Stake in Infinia Lifestyle for INR 57 Crore; Approves Preferential Share Issuance

Iris Clothings Limited Acquires 51% Stake in Infinia Lifestyle for INR 57 Crore; Approves Preferential Share Issuance​

Iris Clothings Limited has announced the acquisition of a significant stake in Infinia Lifestyle Private Limited, agreeing to purchase 51% of its equity shares. The transaction carries a total purchase consideration of INR 57,12,00,000, which will be discharged through a combination of cash payment and the issuance of up to 77,08,183 equity shares of Iris Clothings Limited (ICL).

The Board of Directors of Iris Clothings Limited approved the acquisition of 5,10,000 equity shares of Infinia Lifestyle Private Limited from Mr. Harsh Vardhan Sarda and Mrs. Pooja Sarda. The purchase consideration for the acquisition was set at INR 41.67 per equity share, making it equivalent to INR 57,12,00,000.

This move is described by ICL as a strategic expansion designed to strengthen its market position and broaden its national footprint in the readymade garments industry. ICL currently operates in the manufacturing, designing, branding, and selling of kidswear under the DOREME brand in India. Infinia Lifestyle, the target company, specializes in athleisure wear, making the acquisition directly aligned with the company’s strategic objectives.

Transaction Details and Financial Mechanics​

The purchase consideration is being discharged through a dual payment structure: cash and share swap. The issuance of equity shares serves to discharge INR 32,12,00,000 of the total consideration.

Details regarding the acquisition and the resultant preferential issue are summarized below:

DetailAcquisition Details (Infinia Lifestyle)Preferential Issue (ICL Shares)
Acquired Stake5,10,000 equity shares constituting 51% of the shareholding.Up to 77,08,183 equity shares proposed for issuance.
Total ConsiderationINR 57,12,00,000N/A
Cash DischargeINR 25,00,00,000N/A
Share Swap ValueEquivalent to INR 32,12,00,000Shares issued at a price of INR 41.67 per equity share (including a premium of INR 39.67).
Target IndustryTextile and Apparel IndustryN/A

The Board has also approved the preferential issuance of up to 77,08,183 equity shares of ICL, which have a face value of INR 2 each and are being issued at an issue price of INR 41.67 per equity share. This issuance is specifically undertaken towards discharging the part of the purchase consideration payable to Mr. Sarda and Mrs. Sarda.

Target Company Background and Strategic Rationale​

The acquired company, Infinia Lifestyle Private Limited, was incorporated on October 30, 2018, and operates within the textile industry in India. The acquisition is considered at arm's length, and neither the proposed allottees nor any promoter/group companies have a related party interest in the transaction.

Financial performance data for Infinia Lifestyle over the past three years are as follows:

Financial YearTurnover (INR in Crores)
FY 2023-2426.67
FY 2024-2532.12
FY 2025-2630.31 (Unaudited)

In addition to the acquisition, ICL plans to execute a Share Purchase Agreement and a Shareholder's Agreement with Mr. Harsh Vardhan Sarda and Mrs. Pooja Sarda concerning the acquisition of Infinia Lifestyle Pvt Ltd. Key terms in these agreements include customary consent rights and a right of first refusal for the Target company's shares.

The acquisition is expected to be completed within 15 days from the later date of the special resolution approval for preferential issue or the receipt of in-principle permission for allotment from the stock exchanges.

IRISDOREME Stock Price Movement​

Shares of Iris Clothings Limited are rising steadily at ₹45.39 as of the current trading session, having climbed 0.82% in live market activity. The stock movement highlights the company achieving its 52-week high, with a total traded volume reaching 200,627 shares today.
 

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