Desi Farms India approves share‑swap acquisition of SNA Milk and DFSU Farmer Connect
Board approved issuance of 3.66 million 5% CCDs to acquire 73.66% of SNA Milk and 62.67% of DFSU Farmer Connect via share‑swap.
What Desi Farms India announced
Desi Farms India Limited (formerly SER Industries Ltd) filed a Regulation 30 update on 7 July 2026, informing BSE that its Board of Directors has approved the issuance of 3,656,494 five‑percent Compulsorily Convertible Debentures (CCDs) on a preferential basis. The CCDs are being allotted to the shareholders of SNA Milk and Milk Products Limited (SNA) and DFSU Farmer Connect Private Limited (DFSU) as consideration for acquiring 73.66% of SNA and 62.67% of DFSU on a fully‑diluted basis.
The acquisition is structured as a share‑swap – the CCDs represent non‑cash consideration. The board’s approval follows earlier intimations dated 22 Nov 2025 and brings the transaction to the next regulatory filing stage.
Details of the acquisition
Target entities and stakes acquired
| Target | Business | Turnover / Size | Stake acquired (fully‑diluted) |
|---|---|---|---|
| SNA Milk and Milk Products Ltd | Milk, dairy derivatives, ice‑cream manufacturing and distribution | Rs 33,74,44,514 (≈ Rs 33.74 crore) for FY 2025‑26 | 73.66% (including 3% Compulsorily Convertible Preference Shares & equity shares allotted on 4 July 2026) |
| DFSU Farmer Connect Pvt Ltd | Ice‑cream, healthy snacks and allied food products | Incorporated 27 Aug 2025; no turnover disclosed | 62.67% (share‑swap) |
The CCDs are 5 % per annum instruments, convertible into equity of Desi Farms at a future date as per the terms of the issue.
Consideration and related‑party aspects
- Consideration: Non‑cash – the CCDs are issued to the target shareholders in lieu of cash payment.
- Related‑party nature: Both SNA and DFSU are classified as related parties under Section 2(76) of the Companies Act, 2013 because promoter Sunil Kumar Shahi (MD of Desi Farms) is a director/shareholder of the target entities.
- Arm‑length pricing: The transaction price was derived from an independent valuation report, and the board confirmed that the deal is at arm’s length.
Approvals and timeline
- Regulatory approvals: In‑principle approval from BSE for the preferential issue, and shareholder approval have been secured.
- Completion schedule: As of 6 July 2026, the stakes have been acquired; the company is now pursuing the remaining share acquisition to reach 100 % ownership of both SNA and DFSU, in line with BSE’s in‑principle approval dated 24 June 2026.
Key facts at a glance
| Detail | Value |
|---|---|
| Company | Desi Farms India Ltd (formerly SER Industries Ltd) |
| BSE Scrip Code | 507984 |
| Announcement date | 7 July 2026 |
| Instruments issued | 3,656,494 5 % CCDs (preferential basis) |
| Stake in SNA | 73.66 % (fully‑diluted) |
| Stake in DFSU | 62.67 % |
| Target turnover (SNA) | Rs 33.74 crore (FY 2025‑26) |
| Related‑party | Yes – promoter Sunil Kumar Shahi involved |
| Regulatory approvals | BSE in‑principle consent, shareholder approval |
| Source | Regulation 30 filing, BSE (PDF) |
Why this matters for investors
The acquisition expands Desi Farms’ footprint from logistics into the milk, dairy and ice‑cream segments, sectors that are consumption‑driven and relatively stable. By using CCDs rather than cash, the company preserves liquidity while still gaining control of assets that can generate operational synergies with its existing logistics network – for example, leveraging cold‑chain capabilities for dairy distribution.
Because the deal is a related‑party transaction, investors will note the involvement of the promoter in both the acquirer and the targets. The board’s assertion of arm‑length pricing, backed by an independent valuation, is intended to mitigate concerns about fairness.
The issuance of CCDs will dilute existing shareholders once the debentures are converted into equity, but the conversion terms are not disclosed in the filing. Until conversion, the CCDs represent a debt‑like instrument with a 5 % coupon, adding to the company’s interest obligations.
Finally, the move positions Desi Farms for revenue diversification. The SNA turnover of roughly Rs 34 crore provides an immediate revenue stream, while DFSU’s ice‑cream and snack portfolio adds a complementary product line.
Conclusion
Desi Farms India Ltd has secured board approval to issue 3.66 million 5 % CCDs as consideration for majority stakes in SNA Milk and DFSU Farmer Connect. The transaction, classified as a related‑party arm‑length deal, has already received BSE’s in‑principle consent and shareholder approval. The company now aims to complete the remaining share purchases to achieve full ownership, thereby broadening its business beyond logistics into dairy and frozen‑dessert markets. Further updates will be required to disclose the CCD conversion mechanics and any post‑completion regulatory clearances.
"The acquisition is expected to result in diversification of business operations, better utilisation of infrastructure, operational synergies and improvement in consolidated revenues and long‑term financial performance of the Company," the filing states.
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Source filing: view original