Camlin Fine Sciences Acquires 78.68% Stake in Vinpai

Camlin Fine Sciences Limited has completed the acquisition of a majority stake in Vinpai, a French société anonyme. The acquisition involves the transfer of 27,23,316 ordinary shares, representing 78.68% of Vinpai’s share capital and 75.06% of its voting rights. The transaction was executed at a price of Euro 3.60 per Vinpai share. This acquisition was finalized on November 27, 2025, following previous announcements made by Camlin Fine Sciences.

The financial terms of the acquisition include the issuance and allotment of equity shares of Camlin Fine Sciences on a preferential basis to the sellers. The consideration for the block acquisition is set at INR 247.69 per equity share. The allocation of the new Camlin Fine Sciences shares to the sellers is scheduled for November 30, 2025. This transaction exceeds the legal threshold of 50% of Vinpai’s share capital or voting rights, necessitating further regulatory actions.

Operationally, Camlin Fine Sciences will proceed with the conversion of its convertible bonds issued on October 20, 2025. This conversion will result in the issuance of 1,100,000 new ordinary shares of Vinpai in favor of Camlin Fine Sciences. Consequently, Camlin Fine Sciences will hold 83.82% of Vinpai’s share capital and 80.86% of its voting rights. The company has also announced its intention to file a simplified cash tender offer for the remaining shares of Vinpai at the same price as the block acquisition.

The timeline for the completion of these transactions includes the issuance of new shares on November 30, 2025, and the filing of the simplified cash tender offer with the French Stock Markets Authority (AMF) by mid-December 2025. In the event that the number of Vinpai shares not tendered by minority shareholders represents no more than 10% of Vinpai’s share capital and voting rights, Camlin Fine Sciences plans to request a mandatory squeeze-out procedure for Vinpai’s shares from the Euronext Growth market in Paris.

The parties involved in this transaction include Camlin Fine Sciences Limited as the acquirer and the significant shareholders of Vinpai as the sellers. The transaction is managed in the books of the company by Financière d’Uzès. Legal and regulatory compliance is ensured through adherence to Articles 234-2 and 235-2 of the General Regulation of the French Stock Markets Authority (AMF).

This acquisition is significant within the market context as it strengthens Camlin Fine Sciences’ position in the European market. The transaction aligns with the company’s strategic focus on expanding its presence in the shelf life solutions sector for flavor and health & wellness ingredients. The acquisition also complies with the regulatory framework under the French Monetary and Financial Code, ensuring a smooth transition and integration process.

Camlin Fine Sciences Limited is a prominent Indian group specializing in shelf life solutions for flavor and health & wellness ingredients. The company is listed on the National Stock Exchange of India Ltd and BSE Ltd. Camlin Fine Sciences focuses on expanding its global footprint and enhancing its product offerings through strategic acquisitions and partnerships.