Devyani International will merge Sapphire Foods India through a Scheme of Arrangement, effective April 1, 2026. Shareholders of Sapphire Foods will receive 177 Devyani International shares for every 100 shares held. The merger aims to consolidate QSR operations, enhance efficiency, and expand market reach. Subject to regulatory approvals, the deal also involves acquiring 19 KFC stores from Yum India.
Merger Announcement
Devyani International Limited (DIL) has announced a Scheme of Arrangement to merge Sapphire Foods India Limited (SFIL) into DIL, effective April 1, 2026. The decision, approved on January 1, 2026, is based on recommendations from the Audit, Risk Management and Ethics Committee and the Committee of Independent Directors.
Share Exchange Details
Under the Scheme, shareholders of Sapphire Foods will receive 177 fully paid-up equity shares of Devyani International for every 100 shares they hold in Sapphire Foods. The new shares will have a face value of Re. 1/- each.
Strategic Rationale
The merger is expected to streamline operations, enhance efficiencies, and strengthen Devyani International’s competitive position. Key benefits include:
- Consolidating QSR businesses, excluding captive markets, leading to economies of scale.
- Integrating Sapphire Foods’ regional presence in southern and western India and Sri Lanka with Devyani International’s pan-India operations.
- Leveraging Sapphire Foods’ regional strength for Devyani International’s brands.
Additional Agreements
Devyani International and Sapphire Foods have entered into a binding term sheet to acquire 19 KFC stores owned by Yum India. The Company shall pay consideration of INR 90 crore as lump sum payment for acquisition of the said 19 KFC stores. On the Effective Date of the Scheme, the Company shall also pay INR 320 crore for granting the rights to proceed for merger and towards additional Territory Rights to be received by the Company
Shareholding Pattern
The merger will impact the shareholding pattern of Devyani International. Post-merger, the promoter group’s stake will be 47.83%, while public shareholders will hold 52.17%.
Registered Office Shift
The Board has also approved the shifting of registered office of the Company from ‘National Capital Territory of Delhi’ to the ‘State of Haryana’.
Source: BSE
