NEW DELHI, June 27, 2025 – JSW Paints today announced a definitive agreement to acquire up to a 75% stake in Akzo Nobel India (ANIL), a move poised to reshape India’s decorative paints industry. The landmark transaction, valued at a staggering ₹9,446 crore for the full promoter stake, represents one of the largest deals in the sector.
Under the terms of a share purchase agreement (SPA) dated June 27, 2025, JSW Paints will acquire the entire promoter shareholding from Imperial Chemical Industries and Akzo Nobel Coatings International B.V. These two holding companies collectively own 74.76% of Akzo Nobel India. Specifically, JSW Paints will purchase 34,044,335 equity shares at a price of ₹2,762.05 per equity share, encompassing approximately 74.76% of Akzo Nobel India’s total share capital.
Imperial Chemical Industries Ltd currently holds 22,977,544 shares (50.46%), while Akzo Nobel Coatings International B.V. holds 11,066,791 shares (24.30%) in Akzo Nobel India.
As per SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, JSW Paints will also be mandated to launch an open offer to acquire an additional 26% stake from public shareholders. This means that upon the completion of both the SPA and the open offer, JSW Paints could potentially gain control of up to 100% of Akzo Nobel India, contingent on public participation in the offer. Post-transaction, JSW Paints is expected to be reclassified as the promoter of Akzo Nobel India, with the current promoters moving to the public shareholder category.
Akzo Nobel N.V., the ultimate parent company of the sellers, has informed stock exchanges of its intention to enter into transitional brand and intellectual property licensing arrangements with Akzo Nobel India. These agreements will ensure the continued use of the Akzo Nobel brand and related intellectual property in India for a defined period and will be executed prior to the transaction’s closing.
This divestment by Akzo Nobel N.V. stems from a strategic review of its South Asia decorative paints business, first disclosed in October 2024. The move aims to sharpen the company’s focus and capabilities on leading positions in key global coatings markets. Notably, the India Powder Coatings business and International Research Center, currently part of ANIL, will be retained by Akzo Nobel under full ownership.
Between the signing and closure of the deal, both parties have agreed to interim obligations under a standstill undertaking, designed to ensure business continuity and adherence to agreed covenants. Akzo Nobel N.V. anticipates approximately €900 million in net cash proceeds from the sale, with around €500 million earmarked for deleveraging. Following the closing, AkzoNobel also plans to launch a €400 million share buyback program.
The transaction is anticipated to be finalized in the fourth quarter of 2025. This proposed acquisition stands as one of the largest control deals ever seen in the Indian paints sector, a testament to its significance and the growth potential perceived by JSW Paints.
Morgan Stanley served as the exclusive financial advisor to JSW Paints for this transaction, with Khaitan & Co. acting as the legal advisor. Deloitte provided financial and tax due diligence.
