EPL (500135) M&A announcement summary

Deal rationale and strategic fit

• Merger creates a $1 billion revenue packaging leader focused on emerging markets, combining rigid and flexible packaging capabilities and leveraging complementary geographic footprints in 17 countries.

• The combined entity will have a diversified product portfolio, expanded global reach, and stronger financial metrics, with ~75% of revenue from high-growth emerging markets.

• Strategic parentage from Indorama Ventures enhances access to global expertise, capital, and sustainability capabilities.

• Broader product offerings and deeper customer engagement across blue-chip FMCG, healthcare, and industrial clients.

• Supports ambitions to become a multi-format, innovation-driven partner for global and regional brands, with a focus on India and downstream packaging.

Financial terms and conditions

• The transaction is a share swap merger, cash neutral for EPL, with EPL as the continuing listed entity; swap ratio is 286 EPL shares for every 10,000 Indovida shares, recommended by Duff & Phelps and BDO, with fairness opinion from EY.

• EPL valued at INR 339 per share (~$1.2 billion), a 70% premium to the prior closing price; Indovida valued at a ~35% discount to EPL's multiple; combined entity valued at ~$2 billion.

• Post-merger, Indorama Ventures will hold 51.8% and Blackstone 16.6% of the merged company.

• Total shares will increase from 32.5 crore to 51 crore after issuing 18.5 crore new shares.

• Merger is expected to be EPS accretive from the first full year.

Synergies and expected cost savings

• Identified annual synergies of $35–50 million across geographic expansion, product capabilities, procurement, supply chain, and cost optimization.

• Cost savings from procurement, logistics, shared services, and IT optimization.

• EBIT margin projected to rise from 12.4% (EPL) to 13.6% (merged entity) in 2025; RoCE expected to increase from 18.7% to 20.9%.

• Portfolio diversification enables entry into new packaging formats and adjacent segments.

• Both companies’ strong sustainability practices offer potential for cross-learning.