Ambuja Cements Ltd. announces an acquisition

The Scheme provides for 33 Ambuja Cements shares for every 100 Orient Cement shares—i.e., a 0.33:1 swap ratio. The NCLT process was still pending final sanction, with the hearing scheduled for November 19, 2026. ^{[1] [2]}

Implied valuation

Using Ambuja’s closing price of Rs 383.80 on September 25, 2026 as a market-value reference, the swap implies:

• Value per Orient share: 33% × Rs 383.80 = Rs 126.65
• Orient paid-up equity: Rs 20.5459873 Crores, with Re 1 shares ^{[3] [1]}
• Implied equity value: approximately Rs 2,602 Crores
• Orient cement capacity: 8.5 MTPA ^[4]
• Implied equity value per tonne: approximately Rs 3,060 per tonne — derived from Rs 2,602 Crores divided by 8.5 million tonnes.

Comparison with organic replacement cost

Ambuja’s recent organic additions included 10.7 MTPA of grinding capacity, while its disclosed growth-capex run rate was approximately Rs 8,000 Crores. ^{[5] [6]} Allocating that capex proxy to the 10.7 MTPA cement additions implies a replacement cost of approximately:

Rs 8,000 Crores / 10.7 million tonnes = Rs 7,477 per tonne

Interpretation: On this mechanical basis, Orient was valued at roughly 59% below Ambuja’s estimated organic replacement-cost proxy, or at about 2.4x lower cost per tonne. The comparison is directional: the Orient figure is an equity value per tonne, whereas the Rs 7,477/t figure uses a broad growth-capex run rate rather than project-specific capex and excludes the separate 7 MTPA clinker additions. ^{[5] [6]}

The Orient Cement amalgamation adds 8.5 MTPA of cement capacity to Ambuja Cements. The acquisition was accounted for with an appointed date of 1 May 2025. ^[7] The annual-report disclosure describes Orient’s contribution as 8.5 MTPA. ^[4]

The South- and West-India market-share shift is not numerically specified in the cited scheme disclosures: there is no stated pre-amalgamation share, post-amalgamation share, or percentage-point change for either region. Therefore, a precise regional market-share shift cannot be derived without introducing an unsupported estimate.

One relevant but different metric is Ambuja’s overall capacity footprint: Southern India represented 28% and Western India 23% of its geographical capacity share. These are capacity-share figures, not the incremental market-share impact of Orient’s amalgamation. ^[8]

Bottom line: 8.5 MTPA is the disclosed incremental Orient capacity; the South/West market-share change is not separately quantified in the scheme-related material cited here.

Ambuja’s consolidated net debt-to-EBITDA ratio would increase after absorbing Orient Cement’s debt, but the supplied material does not reproduce the NCLT pro-forma table’s exact before-and-after ratio. The disclosed reference point is Orient’s unsecured debt of Rs 639.34 Crores as of March 31, 2026 ^[3]. The precise ratio change should therefore be taken from the NCLT pro-forma schedule rather than inferred from the latest KPI figures, which use different reporting bases and dates.

Merger timeline

• Appointed date: May 1, 2025 ^[7].
• Earlier stated completion timeline: Ambuja’s January 2026 presentation said the amalgamation process was expected to be completed by March 2026 ^[6].
• Actual process status subsequently: On July 20, 2026, the NCLT directed shareholder meetings for September 28, 2026, indicating that the March 2026 expected timeline had not been achieved ^[9].

Thus, the debt absorption is a modest upward adjustment to consolidated leverage, while the merger’s stated completion target was March 2026, with the appointed date retrospectively set at May 1, 2025.