Our promoters, Morganite Crucible Limited and Morgan Terrassen B.V. ('Promoters'), vide their letters dated 22 August 2025, that the Promoters and their and the Company's ultimate parent ....
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The promoters of Morganite Crucible (India) — Morganite Crucible Limited and Morgan Terrassen B.V., along with ultimate parent Morgan Advanced Materials plc — have signed a Share Purchase Agreement to sell their entire 75% stake (42,00,000 equity shares of INR 5 each) to Foseco India Limited at INR 1,557 per share, for an aggregate value of about INR 65.39 crore. The payment will be made not in cash but through a preferential allotment of 11,50,800 shares of Foseco India (INR 10 face value) at INR 5,674 per share, at an exchange ratio of 0.274 Foseco shares for every 1 Morganite share. Following the issue, the promoters of Morganite Crucible will hold 15.27% in Foseco India. Upon completion, Morganite Crucible (India) will become a subsidiary of Foseco India Limited (part of the Vesuvius group). The transaction triggers SEBI Takeover Regulations (Regulation 3(1) and 4), requiring Foseco India to make a mandatory Open Offer to public shareholders for the remaining 25% stake. The deal is subject to regulatory and other customary approvals.
This is a change-of-control event for shareholders. Public investors will be entitled to tender their shares in the mandatory Open Offer at a price to be announced (typically at or above the deal price of INR 1,557/share). The entry of Foseco India — a global foundry consumables player backed by Vesuvius — could bring strategic benefits but also signals the exit of Morgan Advanced Materials as promoter. Watch for the detailed Open Offer letter with the final price and timeline.