PNN
Ahmedabad (Gujarat) [India], July 1: VMS TMT Limited, one of Gujarat's leading manufacturers of Thermo-Mechanically Treated (TMT) steel bars, today announced that its Board of Directors has approved the Scheme of Amalgamation for the merger of Aditya Ultra Steel Limited ("AUSL") into VMS TMT Limited, subject to the receipt of necessary statutory and regulatory approvals.
The proposed amalgamation represents a transformational milestone in VMS TMT's growth journey and is aimed at creating a larger, stronger, and more integrated steel manufacturing enterprise with enhanced manufacturing capabilities, broader market reach, improved operational efficiencies, and greater financial strength.
Strategic Rationale
VMS TMT and Aditya Ultra Steel are well-established manufacturers of premium-quality TMT bars operating under the Kamdhenu brand ecosystem across different territories of Gujarat. The proposed amalgamation will integrate these complementary businesses into a single listed entity, enabling seamless operations across the state while unlocking significant operational and financial synergies.
Key Benefits of the Combined Entity
- Unified Brand Presence: A consolidated "Kamdhenu" brand footprint across Gujarat, creating a stronger market presence and a unified customer proposition
- Expanded Distribution Network: A significantly enhanced distribution platform comprising over 300 dealers and multiple distributors, enabling deeper market penetration and improved customer reach.
- Enhanced Manufacturing Scale: A combined installed manufacturing capacity of over 300,000 tonnes per annum, creating substantial economies of scale across procurement, production, logistics, and distribution.
- Operational & Resource Synergies: Improved utilization of manufacturing facilities, renewable energy assets, human capital, and working capital, resulting in enhanced productivity and cost efficiencies.
- Stronger Financial Profile: A larger balance sheet, simplified corporate structure, improved financial flexibility, and enhanced capability to pursue future organic and inorganic growth opportunities.
Strengthening Market Leadership
The proposed amalgamation will combine the manufacturing infrastructure, distribution network, management expertise, and financial resources of both companies, creating a stronger platform for sustainable long-term growth.
The integration is expected to enhance customer service through a unified supply chain, strengthen execution capabilities, improve compliance with brand licensing obligations, optimize resource allocation, and reinforce VMS TMT's leadership position within Gujarat's steel manufacturing industry.
Share Exchange Ratio
Under the approved Scheme of Amalgamation, shareholders of Aditya Ultra Steel Limited will receive 75 equity shares of VMS TMT Limited for every 100 equity shares held in Aditya Ultra Steel Limited, subject to the terms of the Scheme and receipt of all applicable approvals.
Regulatory Approvals
The Scheme remains subject to approvals from the Securities and Exchange Board of India (SEBI), the National Company Law Tribunal (NCLT), BSE Limited, the National Stock Exchange of India Limited (NSE), shareholders, creditors, and other applicable statutory and regulatory authorities.
Management Commentary
Commenting on the approval of the Scheme, Mr. Varun Jain, Chairman & Managing Director, VMS TMT Limited, said:
"The proposed amalgamation marks a defining milestone in VMS TMT's evolution and reinforces our commitment to building a stronger, future-ready steel enterprise. By bringing together two highly complementary businesses, we are creating an integrated platform with enhanced manufacturing capabilities, a wider distribution footprint, stronger financials, and greater operational efficiencies. This strategic combination positions us to serve our customers more effectively, strengthen our leadership across Gujarat, capitalize on emerging growth opportunities, and deliver sustainable long-term value to our shareholders. We remain committed to operational excellence, innovation, and supporting India's rapidly growing infrastructure and construction sectors."
About VMS TMT Limited
VMS TMT Limited is engaged in the manufacturing of premium-quality Thermo-Mechanically Treated (TMT) bars marketed under the "Kamdhenu NXT" brand. The Company also deals in scrap and binding wires, serving customers across Gujarat through an established distribution network. With a strong focus on quality, operational excellence, and customer satisfaction, VMS TMT continues to strengthen its position as a trusted partner for India's infrastructure and construction industry.
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