LLOYDS ENGINEERING WORKS LIMITED has informed the Exchange regarding Outcome of Board Meeting held on December 29, 2025.
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On December 29, 2025, the Board of Lloyds Engineering Works Limited (LEWL) approved a Scheme of Merger by Absorption bringing three group companies into LEWL: associate LICL (infrastructure/EPC, 24.20% held), subsidiary Metalfab (heavy fabrication, 76% held), and wholly-owned subsidiary Techno Industries (elevators/escalators, 100% held). The appointed date is April 1, 2025. Share swap ratios are 1,798 LEWL shares for every 1,500 LICL shares, and 94 LEWL shares for every 5 Metalfab shares; no new shares will be issued for TIPL as LEWL already owns it. About 38.1 crore new LEWL shares will be issued, expanding the equity base from 147.42 crore to 185.52 crore shares. As a result, promoter holding will drop from 49.26% to 39.14%, while public holding rises from 50.73% to 60.85%. On a pro-forma H1FY26 basis, the combined entity would have revenue of about ₹1,484 crore, EBITDA of ₹242 crore, PAT of ₹161 crore, and an order book of roughly ₹6,150 crore, including LICL's ₹4,500+ crore order book.
This is a sizeable consolidation that turns LEWL into a vertically integrated 'design-to-execution' engineering and infrastructure company, but it is a related-party transaction (subsidiary/associate) and will dilute existing shareholders by about 26% through the large new share issuance. The merger is still subject to NCLT, CCI, stock exchange, and shareholder approvals, so execution risk remains until those clearances come through.