Brands
Why Adani Wilmar wants to swallow Tops brand owner GD Foods
MUMBAI: Packaged foods giant Adani Wilmar Limited (AWL) has developed an appetite for acquisitions, the latest one being for GD Foods Manufacturing, a privately held maker of kitchen foods and ingredients.
It informed the Bombay stock exchange through a regulatory filing today of its plans to acquire the company which is the maker of the popular Tops brand of sauces, pickles and other food products. It informed the bourse that it has signed a share purchase agreement (SPA) to acquire 80 per cent of its equity capital at a price per share based on an enterprise valuation of Rs 603 crore.
The acquisition marks a significant step in AWL’s strategy to diversify its product portfolio beyond edible oils into higher-margin food categories.
The deal aligns perfectly with AWL’s ambition to strengthen its position in the branded foods segment. GD Foods, with its Tops brand, generated Rs 386 crore in revenue for FY24, growing at an impressive 15 per cent CAGR over the past three years. The company offers more than 80 products across eight plus categories and has established a strong presence in north and central India with over 150,000 retail touchpoints spanning 15 plus states.
Key synergies from the acquisition include:
* AWL will significantly enrich its offering with high gross-margin products while maintaining focus on kitchen essentials.
* The acquisition brings another strong brand to AWL’s kitchen essentials category.
* GD Foods adds new product categories with limited competition from national players, particularly in sauces where Tops is the No 1 brand in culinary sauces and No 3 in tomato ketchup in North India.
AWL plans to unlock value through its robust sales and distribution network. Its deep partnerships with modern retail channels, including quick-commerce platforms, will benefit the Tops brand. The acquisition will expand Tops’ reach into rural markets using AWL’s established infrastructure, says the latter.
North India, which is Tops’ core market, is also AWL’s strongest region, creating immediate synergies. AWL will leverage its pan-India presence to introduce select Tops products to new markets The combined entity aims to capitalise on AWL’s strong partnerships with organised retailers.
AWL will initially acquire 80 per cent of shares from existing promoters, with the remaining 20 per cent to be acquired in phases over the next three years at a pricing formula agreed upon in the SPA. The existing promoters will continue to support the business transition, and GD Foods will operate as a separate entity. The acquisition will be funded through internal accruals and IPO proceeds (if applicable), with completion targeted within 60 days, subject to customary closing conditions, said AWL.
The deal comes as India’s packaged foods market is showing tremendous growth potential, with significant headroom for branded products to gain market share from the unorganised sector.
* Edible Oils: Rs 2.0 lakh crore market with 75 per cent branded product penetration
* Wheat: Rs 1.5 lakh crore market with only 12 per cent branded product penetration
* Rice: Rs 2.1 lakh crore market with just 11 per cent branded product penetration
* Pulses & Besan: Rs 1.2 lakh crore market with merely 5 per cent branded product penetration
* Sugar: Rs 0.6 lakh crore market with 6 per cent branded product penetration
* Spices: Rs 1.4 lakh crore market with 18 per cent branded product penetration
For both companies, this strategic move represents an opportunity to combine complementary strengths: AWL’s manufacturing excellence, widespread distribution network and financial might paired with Tops’ strong brand equity, innovative product range and market leadership in specific categories. 
AWL currently has impressive scale with:
* Packaged staple foods revenue of approximately Rs 37,000 crore (as of Dec’24).
* Household reach of 121 million
* 2.1 million retail touchpoints
* Edible oil division with last twelve months (LTM) Dec’24 revenue of Rs 45,208 crore.
* Food & FMCG division with LTM Dec’24 revenue of Rs 6,150 crore.
* Industry essentials division with LTM Dec’24 revenue of Rs 7,369 crore.
Tops brings several valuable assets to the table:
* Diverse portfolio spanning sauces, condiments, meal preparation items, and cooking aids
* Strong presence in key North Indian markets including Uttar Pradesh, Delhi, Haryana, Bihar, Punjab, Uttarakhand, and Rajasthan
KPMG India Corporate Finance is serving as exclusive financial advisor to AWL with PricewaterhouseCoopers Services LLP and Cyril Amarchand Mangaldas conducting due diligence and Cyril Amarchand Mangaldas providing legal counsel.
AWL has demonstrated capability in scaling acquired brands. Amongst its notable successes figure the launch of Alife Soap in 2020 which crossed Rs 100 plus crore in sales within two years. The acquisition of Kohinoor in May 2022 saw it generating Rs 350 plus crore in sales within 18 months. The Hotels, Retail and Catering (HoReCa) team established in Q1 FY23 generated Rs 600 plus crore in sales within two years.
With that kind of a track record, the acquisition can only be a good and taste-filled recipe for success.
Brands
Jubilant FoodWorks faces Rs 47.5 crore GST demand, plans appeal
Tax authorities flag alleged misclassification of restaurant services
MUMBAI:Â Jubilant FoodWorks Limited has landed in a tax tussle after receiving a GST demand of Rs 47.5 crore from the office of the additional commissioner of CGST and central excise in Thane, Maharashtra.
The order, issued under the provisions of the Central Goods and Services Tax Act, 2017, relates to an alleged incorrect classification of certain services under the category of restaurant services. According to the tax authorities, this classification resulted in a short payment of goods and services tax for the period between the financial years 2019-20 and 2021-22.
The demand includes Rs 47.5 crore in GST along with an equal amount as penalty, in addition to applicable interest. The order was received by the company on March 13, 2026.
In a regulatory filing to the BSE Limited and the National Stock Exchange of India Limited, the company said it disagrees with the order and believes its arguments were not adequately considered.
The company is preparing to challenge the decision and plans to file an appeal. It added that once the redressal process is complete, the demand is likely to be dropped.
Despite the sizeable figure attached to the notice, the company said it does not expect any material impact on its financials, operations or other activities.
The disclosure was signed by Suman Hegde, EVP and chief financial officer, who confirmed that the company received the order at 19:06 IST on March 13 and has already initiated steps to contest it.
The development places the quick service restaurant major in the middle of a tax debate that could hinge on how certain restaurant-linked services are classified under GST rules. For now, the company appears ready to take the matter from the tax office to the appeals desk.
