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Budget 2025-26 Tightens M&A Loss Carry-Forward, Promises Faster Mergers

The Union Budget 2025-26 has introduced a significant change in the treatment of carry-forward losses in mergers and acquisitions (M&As), restricting them to the residual period from the date of loss rather than the merger date. Effective from April 1, 2025, this move aims to prevent the evergreen extension of losses and aligns M&A taxation with demerger regulations. Experts believe this will make mergers less attractive, particularly for insolvency and bankruptcy cases where loss utilization is a key factor in valuation. “This restriction limits the benefit acquirers can derive from losses, potentially impacting the auction value of distressed assets,” said Amrish Shah, Partner, Deloitte India. Abhishek Mundada, Partner at Dhruva Advisors, explained that the losses will be restricted to the eight-year period from when they were first computed for the original entity, preventing perpetual rollovers. Despite this curtailment, Finance Minister Nirmala Sitharaman has promised reforms to streamline merger procedures, reducing bureaucratic delays that currently stretch timelines to over a year for listed companies. The National Company Law Tribunal (NCLT) process has been identified as a major bottleneck, and the Budget hints at easing these restrictions, though specific details are awaited. Industry leaders welcome the proposed changes to fast-track mergers, particularly for small companies and intra-group restructuring. “Relaxations in fast-track provisions will significantly reduce compliance burdens and processing time,” said Anish Shah, Partner, BDO India. While tax experts are closely watching the impact of these reforms, reducing merger timelines is expected to facilitate corporate restructuring and encourage foreign investment. Source: Business Standard

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Sophos Completes $859M Acquisition of Secureworks, Expanding Cybersecurity Dominance

Thoma Bravo-backed cybersecurity firm Sophos has finalized its $859 million all-cash acquisition of Secureworks, further consolidating its position as the largest pure-play managed detection and response (MDR) provider globally. With this acquisition, Sophos now serves 28,000 organizations worldwide and strengthens its threat intelligence division, Sophos X-Ops, integrating Secureworks’ Counter Threat Unit and security advisory services. Key Takeaways: Industry Impact: The deal reinforces Sophos’ leadership in the growing cyber threat detection market. Strategic Expansion: Secureworks’ intelligence assets enhance Sophos X-Ops’ cybersecurity capabilities. Future Operations: Both brands will continue operating independently for now. Cybersecurity M&A Surge: The move follows a series of security acquisitions, including Tenable’s $150M buyout of Vulcan Cyber. Sophos CEO Joe Levy highlighted that the merger will deliver an advanced security operations platform, enabling businesses to enhance threat detection, streamline cybersecurity operations, and maximize ROI on security investments. As cyber threats escalate—particularly ransomware and state-backed cyber espionage—this acquisition signals a broader trend of cybersecurity firms consolidating resources to combat evolving digital threats. Source: cybersecuritydive

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Union Budget 2025: Major Tax Relief, Economic Growth Focus, and Policy Shifts

New Delhi, Feb 1 – Finance Minister Nirmala Sitharaman presented the Union Budget 2025-26, outlining significant tax relief and economic measures aimed at boosting growth. The budget proposes an expenditure of ₹50.65 lakh crore, marking a 7.4% increase over the previous fiscal year. A key highlight was the tax relief benefiting India’s middle class. Individuals earning up to ₹12 lakh annually will pay no income tax, saving ₹80,000, while those earning ₹24 lakh or more could save ₹1.10 lakh. Additionally, a new Income Tax Bill will be introduced next week to replace the 1961 Income Tax Act. Key Announcements Tax Reforms: No tax on income up to ₹12 lakh under the new regime. TDS Simplification: Measures to ease compliance burdens. Tariff Reduction: Customs duty on Harley-Davidson motorcycles cut ahead of PM Modi’s US visit. Intelligence Budget Cuts: Reduced allocations for NSCS and Intelligence Bureau. Manufacturing Incentives: Tax exemptions on EV and mobile phone battery components. Prime Minister Narendra Modi called the budget a “people’s budget,” emphasizing its role in increasing investments and citizen participation in development. However, opposition leaders, including Congress MP Shashi Tharoor and former Finance Minister P. Chidambaram, criticized it for being election-focused and lacking job creation measures. Meanwhile, social media users reacted with humor, flooding the internet with memes on Sitharaman’s speech. Source: NDTV

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Citi and Jefferies Top GlobalData’s 2024 Financial and Legal Adviser League Tables for Oil & Gas M&A

January 25: GlobalData has unveiled its Financial and Legal Adviser League Tables for 2024, spotlighting the top performers in the oil and gas (O&G) sector’s merger and acquisition (M&A) landscape. Citi emerged as the leader by deal value, while Jefferies claimed the top spot by deal volume, according to the analytics company. Citi secured its position by advising on $60.8 billion worth of deals, including two mega-deals exceeding $10 billion each. Meanwhile, Jefferies outpaced competitors in deal volume, advising on 23 transactions, 11 of which were billion-dollar deals, including a mega-deal valued over $10 billion. Aurojyoti Bose, lead analyst at GlobalData, commented: “Jefferies made remarkable progress, improving from the seventh position by volume in 2023 to the top spot in 2024. Its involvement in big-ticket deals also earned it the third position by value.” He further noted Citi’s dominance by value, adding that it also ranked sixth by deal volume, demonstrating the breadth of its expertise in the sector. These rankings are based on GlobalData’s Deals Database, which tracks M&A activity worldwide. The performance of Citi and Jefferies underscores the evolving dynamics of the O&G sector and the critical role financial advisers play in facilitating high-stakes transactions.

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BRF Arabia Holding Finalizes Investment in Addoha Poultry

BRF Arabia Holding, a joint venture between BRF and Halal Products Development Company, has successfully concluded its acquisition of a 26% stake in Saudi Arabia’s Addoha Poultry Company. The investment, originally announced in October 2024, solidifies BRF’s footprint in the Middle East and reinforces its commitment to food security in Saudi Arabia, a region where the Brazil-based company has operated for over 50 years. BRF Arabia Holding is 70% owned by BRF and 30% by Halal Products Development Company, a subsidiary of Saudi Arabia’s Public Investment Fund. In a market notice published on January 14, BRF highlighted that this transaction bolsters its strategic role in the Middle Eastern food sector. The investment, valued at SAR316.2 million (US$84.3 million), includes SAR216.2 million directed toward Addoha Poultry, furthering the company’s operational capabilities in Saudi Arabia. BRF, the world’s third-largest poultry producer and 14th-largest feed producer according to the WATTPoultry.com Top Companies Database, continues to enhance its portfolio in the region with its renowned brands, leveraging its expertise in food production and halal certification. This partnership aligns with Saudi Arabia’s vision to strengthen food security and the poultry sector, marking a significant step in fostering collaboration between global and regional leaders in the food industry. Source: wattagnet Photo Credit: wattagnet

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Adani Group Surpasses Mukesh Ambani’s RIL in 2024 M&A Deal Value

The Adani Group outpaced Mukesh Ambani-led Reliance Industries (RIL) in terms of merger and acquisition (M&A) deal value in 2024. The group secured deals worth $6.32 billion, significantly higher than Reliance Industries’ $3.14 billion, reaffirming its competitive edge in the M&A arena. This marks a reversal from 2023 when Reliance Industries led Indian conglomerates in M&A activity, with deals totaling $8.77 billion, while Adani Group’s deals amounted to just $1.73 billion. Despite the shifting dynamics, the Adani and Ambani groups continue to dominate the M&A landscape, regularly trading the top positions since the onset of the pandemic. Meanwhile, the JSW and Tata groups have also remained active in mergers and acquisitions, focusing on capacity expansion. The collective value of M&A deals by listed entities of India’s top five conglomerates accounted for 15.3% of the total deal value last year, reflecting their significant role in shaping the country’s corporate landscape. This trend highlights the intensifying competition between India’s top industrial giants as they strategically expand their influence through acquisitions. Source: business standard Photo Credit: business standard

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NeueHealth to Be Acquired by NEA Affiliate in $1.3 Billion Deal

NeueHealth, a leading company in value-based care solutions that connects providers and payers through technology, has entered a definitive merger agreement to be acquired by an affiliate of New Enterprise Associates (NEA). The deal, valued at $1.3 billion, will transition NeueHealth into a privately held company. As part of the agreement, common stockholders of NeueHealth will receive $7.33 per share in cash—a 70% premium over the closing price of the company’s stock as of December 23. Additionally, 12 existing NeueHealth investors, along with NEA, have agreed to rollover agreements, exchanging their existing shares for equity in the newly privatized entity. The company’s current secured loan facility with Hercules Capital will remain intact, ensuring continuity in financial operations. NeueHealth’s executive leadership team will retain their roles post-merger, with the leadership rolling over their equity interests into the private company. Subject to stockholder and regulatory approvals, the merger is anticipated to enhance NeueHealth’s market position while delivering strong returns to its public stockholders. Mike Mikan, President and CEO of NeueHealth, commented on the development: “We are pleased to announce this transaction as we believe it places NeueHealth in a strong position for continued growth while maximizing value for all of NeueHealth’s public stockholders. NEA has been a longstanding strategic partner, and we look forward to continuing to work together to build on NeueHealth’s success as a leader in value-based care.” THE LARGER TREND NeueHealth has made significant strides in recent years. In 2024, it acquired the remaining 25% equity interest in Centrum Health, solidifying its ownership of the value-driven clinic brand. The company also secured a $150 million loan facility from Hercules Capital to bolster its operational priorities. Last year, Bright Health Group adopted NeueHealth as its corporate brand name, emphasizing its focus on value-based care solutions. NeueHealth’s common stock began trading under the ticker symbol NEUE on the NYSE, showcasing its growing prominence in the healthcare sector. This merger with NEA is expected to propel NeueHealth toward further growth and innovation, reinforcing its leadership in value-based care. Source: mobihealthnews Photo Credit: mobihealthnews

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Nirma Group’s Nuvoco Vistas to Acquire Vadraj Cement Through NCLT

Nuvoco Vistas Corp, a cement subsidiary of the Nirma Group, announced on Monday its successful bid to acquire Vadraj Cement through the corporate insolvency resolution process (CIRP). The acquisition is expected to bolster Nuvoco’s cement capacity by 20%, increasing it from 25 million tonnes per annum (MTPA) to 31 MTPA. The transaction, described by Nuvoco as a “value-buy,” includes Vadraj Cement’s existing infrastructure: a 3.5 MTPA clinker unit in Kutch, a 6 MTPA grinding unit in Surat, and significant limestone reserves. While these facilities are currently non-operational, Nuvoco plans to invest in a phased refurbishment over 15 months to resume production by Q3 FY27, subject to necessary approvals. The resolution plan has already been approved by Vadraj Cement’s committee of creditors, with a Letter of Intent (LoI) issued to Nuvoco. The acquisition will be executed by a wholly-owned subsidiary, without significantly increasing the company’s debt burden, according to Nuvoco. Nuvoco, promoted by Niyogi Enterprise of the Nirma Group, has grown significantly since its 2016 acquisition of Lafarge India’s assets in a $1.4 billion deal. In 2020, it acquired Emami Cement for ₹5,500 crore, further strengthening its position as India’s fifth-largest cement producer by capacity. Vadraj Cement, formerly ABG Cements, was admitted to the National Company Law Tribunal (NCLT) in 2024 due to financial distress, with admitted claims totaling ₹8,180.61 crore. The acquisition aligns with Nuvoco’s strategic growth plans, leveraging cost-effective refurbishment over greenfield expansions to drive efficiency and market competitiveness. Nuvoco expects this move to solidify its presence in the Indian cement market, with enhanced capacities in the East, North, and West regions, positioning it for sustained long-term growth.  

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Global Round-Up: Honda-Nissan Merger, Nvidia’s Latest Acquisition, and More

The global business and political landscape witnessed key developments as major players made significant moves and events unfolded across industries. Here’s a summary of the most notable stories from December 23 on World Street. Automotive Merger in Sight Honda, Nissan, and Mitsubishi have reportedly begun merger discussions, with an official announcement anticipated soon. According to sources, the talks aim to tackle challenges in the rapidly evolving automotive sector. If finalized, the merger would create the world’s third-largest automaker by vehicle sales, behind Toyota and Volkswagen. The companies are exploring options like forming a joint holding entity to counter competition from Tesla and Chinese automakers. Nvidia’s Acquisition Approved The European Commission has approved Nvidia’s $700 million acquisition of Run:ai, dismissing concerns about its potential impact on the GPU market. The deal allows Nvidia to enhance its capabilities in dividing and processing computing tasks, reaffirming its dominance in artificial intelligence hardware solutions. Media Shake-Up News Corp has finalized the sale of its Australian cable TV unit, Foxtel, to DAZN, a British-owned sports network, for $2 billion, including debt. The move marks a strategic shift for News Corp as it scales down its involvement in traditional media amid the streaming era’s dominance. As part of the deal, News Corp will retain a 6% stake in DAZN and secure a board seat in the global streaming platform. Starbucks Workers Strike Starbucks workers extended their ongoing strike to New York and three other US cities, bringing the total affected locations to 10. The five-day walkout, orchestrated by the union Workers United, disrupted operations during the critical holiday season. Despite Starbucks downplaying the strike’s impact, analysts suggest the action could affect Christmas sales. US Government Shutdown Avoided The US House of Representatives narrowly averted a government shutdown by passing a new funding bill on Friday evening. However, it excluded President-elect Donald Trump’s request for a debt ceiling increase. Tensions ran high after Trump and Elon Musk criticized the initial bipartisan bill. Efforts to introduce a Trump-backed alternative package failed to secure enough support, leaving the House divided. Source: moneycontrol Source: moneycontrol

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Korean Air Completes $1.3 Billion Acquisition of Asiana Airlines

Korean Air has finalized its $1.3 billion acquisition of a 63.88% stake in Asiana Airlines, marking one of the largest aviation mergers in recent history. The landmark deal was completed on December 12, 2024, after Korean Air successfully secured regulatory approvals in 14 jurisdictions, including a comprehensive review by the U.S. Department of Justice (DOJ). The DOJ investigation focused on the impact of the merger on passenger and cargo routes between Asia and the United States. Following its review, the DOJ chose not to take any action, effectively greenlighting the acquisition. This merger is set to reshape the global aviation landscape, enhancing the competitiveness of Korea’s national aviation industry and fortifying Incheon Airport’s position as a major international hub for passenger and cargo traffic. Industry experts view the deal as a pivotal step in consolidating the strengths of both airlines to deliver enhanced services, streamline operations, and expand global reach. Korean Air’s strategic move is expected to bolster its market share and improve efficiency in a highly competitive industry. With this acquisition, Korean Air aims to leverage Asiana Airlines’ resources and expertise, creating synergies that will benefit travelers and the broader aviation ecosystem. As the integration process unfolds, the deal is anticipated to stimulate further innovation and growth within Korea’s aviation sector. This milestone solidifies Korean Air’s position as a global leader in the aviation industry, setting a precedent for strategic mergers and collaborations in the years ahead. Source: clearygottlieb Photo Credit: clearygottlieb

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