CAM, Trilegal advise on True North’s exit and IRF’s takeover of Shree Digvijay Cement
Cyril Amarchand Mangaldas has advised private equity investor True North Fund VI LLP on the sale of its controlling stake in Shree Digvijay Cement Company to India Resurgence Fund (IRF), a Bain Capital and Piramal Enterprises-backed platform, which was advised by its longtime legal advisor, Trilegal.
The transaction, announced September 4, 2025, involves a transfer of up to 50.1 percent of the cement maker’s equity and will result in a shift of control that triggers an open offer under India’s takeover regulations.
The deal comes as Shree Digvijay strengthens its commercial platform through a recently signed 10-year distribution agreement with Hi-Bond Cement, valued at nearly INR 600 crore annually. As part of the arrangement, Shree Digvijay has advanced a refundable deposit of INR 400 crore to Hi-Bond. Industry analysts say the tie-up enhances distribution reach and could improve utilisation rates, making the business more attractive to IRF as it seeks to build scale across infrastructure-linked assets.
Under the Share Purchase Agreement, True North will divest as many as 7.42 crore shares at INR 85 per share, translating to an aggregate consideration of about INR 631 crore. The sale will be executed in two tranches to IRF’s investment vehicles—India Resurgence Fund Scheme 1, Scheme 2 and Scheme 4.
By crossing the 25 percent control threshold, IRF is required to extend a mandatory open offer for an additional 26 percent of Shree Digvijay’s equity from public shareholders. The offer, priced at INR 92.2 per share, provides a potential exit route for investors at a premium. Closing of the transaction is subject to customary conditions, including approval from the Competition Commission of India, and completion of the open offer process.
The deal underscores the continued churn in India’s cement industry, where strategic players and financial sponsors are competing to consolidate capacity in anticipation of sustained infrastructure spending.
CAM’s team was led by partners Ruetveij Pandya, Vandana Sekhri and Molla Hasan, with support from principal associate Abhilasha Malpani and associates Sajith Anjickal and Nayanika Gupta.
The due diligence team was led by partners Siddharth Vedula, Arun Prabhu (Co-Head, Digital+ | TMT), Lakshmi Rajagopalan, Molla Hasan, Bishen Jeswant, and Siddharth Singh, with support from principal associates Naimi Kamdar, Krithika Radhakrishnan, and Apoorva Sundar; senior associates Lokit Khurana, Dhrumil Sanghvi, Anukriti Bhattad; and associates Abhilash Tyagi, Kabeer Jay, Pauravi Kolhe, Kanishka Iyer, Jay Bhaskar Sharma, Rushi Panchal, and Kanav Khanna.
Regulatory aspects were advised by partners Subhalakshmi Naskar (co-head – projects, infrastructure), Anand Deshpande, designate partner Nishikant Sao, and associate Hrishikesh Jaiswal.
The competition team comprised Avaantika Kakkar (partner and practice head), partner Dhruv Rajain, senior associate Ananya Mahant, and associate Pushkar Singh.
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