PAPajson Agro India544657Acquisition deal news

Board approves Pacific Global FZCO acquisition via share swap, ESOS 2026 and capital increase

Acquisition of Pacific Global FZCO, Dubai, for ~Rs.

By ScoutQuest · Wed 4 Nov 2026, 7:29 PM IST · 2 min read

Acquisition Consideration

~Rs. 354.52 crore

Share Issue for Swap

up to ~1.21 crore shares at Rs. 294/- each (share swap, no cash)

Authorised Share Capital

proposed to rise to Rs. 40 crore from Rs. 25 crore

Employee stock options first

The board approved the Pajson Agro Employee Stock Option Scheme 2026 with a pool of up to ~11.9 lakh options. Each option, on exercise, entitles the holder to one equity share of face value Rs. 10/-, issued by way of fresh allotment. The scheme will also extend to eligible employees of group companies and subsidiaries, present or future. The update states that no options have been granted under the scheme as on date, so this is an enabling approval. The exercise price will be fixed by the Nomination and Remuneration Committee at the time of grant and cannot be below the face value of the share.

Share capital

Authorised share capital is proposed to be increased to Rs. 40 crore from Rs. 25 crore, with the capital clause of the Memorandum of Association altered accordingly. This needs member approval.

The acquisition

Pacific Global FZCO is a limited liability company registered in Dubai, UAE. Along with its wholly owned subsidiaries it procures raw cashew nuts, manages inventory and processes them into cashew kernels, which are sold to third-party customers in the US, Europe, the Middle East and China. It has an established operation in Cote d'Ivoire. Pajson is acquiring the entire fully paid-up equity share capital of the target for a total purchase consideration of ~Rs. 354.52 crore. The stated rationale is expanding business operations and strengthening the company's presence in international markets.

How it is being paid for

The consideration is other than cash, settled by a share swap. The company will issue up to ~1.21 crore equity shares of face value Rs. 10/- each at an issue price of Rs. 294/- per share on a preferential basis. Of this, 61,49,783 shares are proposed to be allotted to promoter Pulkit Jain, with the balance going to allottees in the public category. A Preferential Issue Committee of the board has been constituted to take the necessary steps and finalise the documents.

Next step

An extraordinary general meeting is scheduled for Friday, December 04, 2026, where members will consider these resolutions. The acquisition is also subject to approval of the shareholders for the preferential issue and to other regulatory and statutory approvals as may be required.

What to keep in mind

• The purchase is funded by issuing shares, not cash, so the number of Pajson shares on record will grow if the resolutions pass.
• The ESOS pool is only an enabling approval at this stage; no options have been granted yet.
• The promoter is among the proposed allottees in the preferential issue, and the company has stated that the acquisition is outside the purview of related party transaction.
• Both the capital increase and the share issue are subject to shareholder approval at the EGM.

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