Nuvoco Vistas Corp’s subsidiary, Vadraj Cement, has issued Series A CCDs (compulsorily convertible debentures). The proceeds will repay financial assistance from Nuvoco to Vadraj. An option agreement with Nirma Limited was also executed, granting Nuvoco a call option to acquire the CCDs. These transactions were approved by a board committee. The company executed a subscription agreement and option agreement on November 14, 2025.
Series A CCD Issuance
Vadraj Cement Limited, a wholly-owned subsidiary of Nuvoco Vistas Corp, has issued Series A Compulsorily Convertible Debentures (CCDs). The terms were approved by a committee constituted by the board.
Use of Proceeds
The proceeds from the issuance of the Series A CCDs will primarily be used to repay amounts owed to Nuvoco Vistas for financial assistance previously extended to Vadraj. The funds will also cover costs and expenses related to the CCD issuance.
Option Agreement Details
An option agreement related to the Series A CCDs was executed on November 14, 2025, involving Nuvoco Vistas, Vadraj Cement, the Debenture Trustee (acting for the Investors), and Nirma Limited.
Purpose: The agreement allows the Company to act as a call option holder, entitling it to the right to acquire the Series A CCDs from the Investors. Nirma Limited would then be obligated to acquire the Series A CCDs from the Investors (or their transferees).
Size: The amount payable for the Series A CCDs under the option agreement will include up to Rs. 600 crores along with an IRR of 10.25%, computed from the date of allotment until 5 years, 5.5 years or 6 years based on the terms of relevant series of Series A CCDs. There will be a separate IRR calculation in certain default scenarios.
Key Agreement Terms
Nuvoco, as the call option holder, can purchase the Series A CCDs from the Investors (or their transferees) based on the terms outlined in the Option Agreement.
Vadraj is a wholly-owned subsidiary of the Company. Nirma is part of the promoter group of the Company. The transaction is a related party transaction and has been undertaken at arm’s length.
Source: BSE
