Aegis Vopak Terminals Limited announced the execution of agreements for the sale of a 10% equity stake (5,000 shares) in its subsidiary, Aegis Terminal (Pipavav) Limited (ATPL), to Itochu Corporation. The aggregate consideration for this divestment is fixed at INR 80.32 crore. The transaction is documented through Share Purchase Agreements (SPA 1 and SPA 2), which detail primary sale terms and a contingent repurchase option for Aegis Vopak.
Share Sale Agreement Executed
Aegis Vopak Terminals Limited has formally disclosed the execution of key agreements concerning the divestment of a minority stake in its subsidiary, Aegis Terminal (Pipavav) Limited (ATPL). The filing, dated March 27, 2026, confirms the sale of 10% of the paid-up share capital of ATPL, equating to 5,000 equity shares, to Itochu Corporation.
Transaction Value and Shareholding Impact
The total consideration agreed upon for the transfer of this 10% stake amounts to INR 80,32,00,000 (Eighty Crores Thirty Two Lakhs Only). Prior to the sale, the Company held 96% of ATPL’s equity. Upon the completion of this sale, Aegis Vopak Terminals Limited will continue to hold a majority stake of 86% in the subsidiary.
Key Agreements Details
The transaction is governed by multiple documents signed on March 27, 2026:
- Share Purchase Agreement (SPA 1): This covers the primary sale terms. Significant provisions include the Company’s requirement to indemnify Itochu against breaches of representations and warranties related to the share sale. The agreement also mandates post-closing actions, specifically the transfer of certain ammonia tanks at the Port of Pipavav from Aegis Logistics Limited to ATPL on a slump sale basis.
- Shareholders’ Agreement: This governs operational rights post-transaction. Special rights retained by the Company include the right to appoint directors, first right to share subscription in future issuances, and restrictions on capital structure changes.
- Share Purchase Agreement (SPA 2): This acts as a contingent mechanism. The operative provisions of SPA 2 require Aegis Vopak Terminals Limited (AVTL) to purchase back the 10% stake from Itochu if agreed conditions are not fulfilled within the specified timeline. This SPA 2 only becomes effective upon the non-fulfilment of terms in SPA 1.
Related Party Status
It is confirmed that the parties entering into these agreements (The Company, ATPL, and Itochu) do not form part of the promoter/promoter group of the Company. Furthermore, the transaction is confirmed Not Applicable to be treated as a related party transaction done at arm’s length.
Source: BSE
