CAM advises HUL on the demerger of its Ice-Cream Business into Kwality Wall’s

Cyril Amarchand Mangaldas (CAM) advised Hindustan Unilever Limited (HUL) on the demerger of its Ice-Cream Business into Kwality Wall's (India) Limited (KWIL), its wholly owned subsidiary.

This demerger will be achieved through a scheme of arrangement between HUL, KWIL, and their respective shareholders.

Cyril Shroff, Managing Partner at CAM, provided strategic guidance on the transaction.

The transaction was led by Ramgovind Kuruppath and Archit Bhatnagar, Partners at CAM, with support from Nayana Dasgupta, Principal Associate, Pooja Jasani, and Amar Singh, Associates.

The Competition advisory was led by Dhruv Rajain, Partner, with assistance from Aaditya Sahgal, Senior Associate.

The Employment advisory was led by Bishen Jeswant, Partner, with support from Akash Mishra, PA - Designate, Rachita Shah, and Jerrin Mathew, Associates.

Other advisors involved in the transaction include Deloitte Touche Tohmatsu India LLP (financial and tax advisor to HUL) and Kotak Mahindra Capital Company Limited (merchant banker to HUL).

Following Unilever PLC's announcement regarding the demerger of its global ice cream business, HUL undertook a comprehensive review by its board. On November 25, 2024, HUL announced that its board had granted in-principle approval for the demerger of the Ice Cream Business, which will be established as an independent listed entity.

The Board of Directors of HUL and KWIL on January 22 approved the demerger scheme, under the scheme KWIL will become a separate publicly listed entity. Under the terms of this demerger, shareholders of HUL will receive one share of KWIL for each share they hold in HUL. Following the demerger and listing, HUL shareholders will directly own all shares of KWIL.

The scheme is subject to requisite approvals including from the stock exchanges, shareholders/ creditors, National Company Law Tribunal, Mumbai Bench. Upon the effectiveness of the Scheme, the shares of KWIL would be listed on the stock exchanges.

The turnover of the ice-cream business undertaking for the year ended 31st March, 2024 was Rs 1,595 crore, representing 2.7 percent of the total standalone turnover of the company for the year ended 31st March, 2024, the company said in a statement