Lloyds Engineering Works Announces EGM to Ratify SISCOL Acquisition and Major Preferential Share Allotment

Lloyds Engineering Works Announces EGM to Ratify SISCOL Acquisition and Major Preferential Share Allotment

Lloyds Engineering Works Announces EGM to Ratify SISCOL Acquisition and Major Preferential Share Allotment​

Lloyds Engineering Works Limited has called for an Extra Ordinary General Meeting (EGM) to seek shareholder approval for a significant acquisition of Steel Infra Solutions Company Limited (SISCOL) through a share swap, alongside two major preferential allotment offerings. The EGM is scheduled for Wednesday, July 15, 2026, and will be conducted exclusively via Video Conference (VC)/Other Audio-Visual Means (OAVM).

The Special Resolution set out in the notice relates to acquiring up to 2,11,80,117 equity shares of SISCOL, representing up to 52.16% of its total outstanding equity share capital. The acquisition is being executed through a combination of cash payment and a share swap (non-cash consideration).

To facilitate the non-cash portion of the deal, Lloyds Engineering Works Limited intends to issue and allot up to 7,06,74,554 Equity Shares of the Company. These shares, carrying a face value of Re. 1/- each, are being offered at an Issue Price of Rs. 71.25 per Equity Share, with a premium of Rs. 70.25 per share. The total consideration allocated for this swap is up to Rs. 503,55,61,972.50.

In addition to the acquisition transaction, the EGM includes a resolution concerning a separate preferential issue of equity shares in cash consideration. This offering proposes the allotment of up to 7,00,000 Equity Shares at an Issue Price of Rs. 71.25 per share (including a premium of Rs. 70.25). The company intends to raise up to Rs. 4,98,75,000/- from this cash-based preferential issue.

Acquisition and Strategic Benefits​

The acquisition is formalized under a Share Purchase, Share Subscription and Shareholders' Agreement (SPSSHA) dated June 18, 2026, between the Company, Lloyds Enterprises Limited (the holding company), Streamland Estate LLP, and shareholders of SISCOL.

Under this agreement, an aggregate of up to 3,57,80,117 equity shares of the Target Company (SISCOL) has been acquired, constituting up to 88.12% of its total outstanding equity share capital. The consideration discharged for this acquisition is structured through cash and non-cash components:

  • Non-Cash Consideration: The issuance of up to 7,06,74,554 Equity Shares in exchange for up to 1,67,85,210 equity shares (41.34%) held by selling shareholders of SISCOL.
  • Cash Consideration: Payment of a total consideration of up to Rs. 1,31,84,72,100/- to sellers/shareholders for the acquisition of up to 43,94,907 equity shares (10.82%) of SISCOL.

The proposed consolidation is intended to build a diversified, multi-disciplinary engineering platform. The combined business is expected to leverage operating synergies, enhance customer offering, and position the entity for bidding on larger projects requiring integrated EPC solutions.

Valuation and Allottees Details​

Pricing for the preferential issue was determined based on expert valuation reports. According to these valuations, the Fair Value of Equity Shares of Lloyds Engineering Works Limited stands at Rs. 71.25 each, while the Fair Value of SISCOL shares is set at Rs. 300/- each for swap purposes.

The acquisition and issuance are being conducted in compliance with various regulations concerning preferential allotment. The following table outlines the proposed allotments under the non-cash consideration component:

Maximum %age of stake in SISCOL offered for acquisition (for consideration other than cash)Maximum no. of Shares of SISCOL proposed to be transferred to Lloyds Engineering Works LimitedMaximum no. of Shares of the Company proposed to be allotted
9.23%37,47,6061,57,79,393
0.88%3,56,90815,02,770
0.53%2,15,6259,07,894
4.24%17,23,20072,55,578
3.25%13,18,09855,49,886
0.58%2,37,1919,98,698
0.37%1,50,1236,32,096
7.23%29,35,4781,23,59,907
0.52%2,11,8658,92,063
1.48%6,00,75825,29,507
1.48%6,00,75825,29,507
4.27%17,32,65072,95,368
0.41%1,65,9726,98,829
3.30%13,41,25356,47,381
1.04%4,23,72917,84,122
0.31%1,27,1195,35,237
0.27%1,10,5004,65,263
0.26%1,05,9324,46,029
0.31%1,27,1195,35,237
0.19%76,2713,21,141
0.05%18,75078,947
0.05%18,75078,947
0.51%2,08,3058,77,073
0.31%1,25,0005,26,315
0.15%62,5002,63,157
0.08%31,2501,31,578
0.03%12,50052,631

EGM Logistics and Voting Period​

The EGM is scheduled for July 15, 2026, at 11:00 a.m. IST and members are instructed to participate through the dedicated VC/OAVM facility provided by NSDL's e-Voting system.

Key dates for investors include:
  • Cut-off Date: July 8, 2026 (for determining voting rights).
  • Remote E-voting Period: Commencing on Friday, July 10, 2026, and concluding on Tuesday, July 14, 2026.

Members are advised that once a vote is cast through remote e-Voting, no changes can be made later. The company has appointed NSDL to provide the e-voting platform for both pre-meeting and in-meeting voting.

LLOYDSENGG Stock Price Movement​

LLOYDS ENGINEERING WORKS LIMITED rallied today, finishing at ₹90.29 after sharing a strong 4.30% gain in post-market trading. The stock not only surpassed its previous closing figures but also hit its 52-week high, with the company seeing significant activity across 41.97 million shares traded.
 

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