CAMLIN FINE SCIENCES LIMITED, a leading Indian group in shelf life solutions for flavour and health & wellness ingredients, listed on the National Stock Exchange of India Ltd and BSE Ltd. in Mumbai India ("CFSL") has today completed the acquisition, by way of contribution in kind, of a majority stake in the share capital of Vinpai (ISIN: FR001400AXT1; mnémonique : ALVIN) representing 78,68% of share capital et 84.89% of voting rights of Vinpai, at a price of Euro 3.60 per Vinpai share (the "Block Acquisition") from significant shareholders (the "Sellers").
Following the Block Acquisition, CFSL holds 78.68% of Vinpai's share capital and 75.06% of its voting rights, thereby exceeding the legal threshold of 50% of Vinpai's share capital or voting rights.
As mentioned in CFSL's previous press release, the allocation to the Sellers of the new CFSL shares issued as consideration for the payment of the Block Acquisition (the "CFSL Consideration Shares") will take place on November 30, 2025.
Consequently, in accordance with its commitments and pursuant to Articles 234-2 and 235-2 of the General Regulation of the French Stock Markets Authority (Autorité des marchés financiers) (AMF), CFSL shall file, by mid-December at the latest, with the AMF, a simplified cash tender offer (offre publique d'achat simplifiée) (the "OPAS") for the remaining shares of Vinpai, at the same price as that of the Block Acquisition.
In the event that, following the OPAS, the number of Vinpai shares not tendered by Vinpai's minority shareholders represents no more than 10% of Vinpai's share capital and voting rights, CFSL contemplates to request to the AMF to implement a mandatory squeeze-out procedure for Vinpai's shares from the Euronext Growth market in Paris.
In addition, CFSL specify that it will proceed, in the next few days, with the conversion of its convertible bonds issued on October 20th (the "Convertible Bonds"), resulting in the issuance of 1,100,000 new ordinary shares of Vinpai in favor of CFSL.
Consequently, following the Block Acquisition and the conversion of the Convertible Bonds, CFSL will hold 83.82% of Vinpai's share capital and 80.86% of its voting rights.
Shares of Camlin Fine Sciences Limited was last trading in BSE at Rs. 163.85 as compared to the previous close of Rs. 158.55. The total number of shares traded during the day was 15169 in over 365 trades.
The stock hit an intraday high of Rs. 164.80 and intraday low of 159.00. The net turnover during the day was Rs. 2439001.00.