QUICE to merge with IFPL

May 15, 2026 (MLN): Quice Food Industries Limited (PSX:QUICE) has approved, in principle, a Scheme of Arrangement for the amalgamation of Indus Fruit Products Limited (IFPL) with and into QUICE, with the merger to be executed through a share swap under Sections 279 to 283 read with Section 285 of the Companies Act, 2017.

The Board of Directors gave its approval in a meeting held on May 15, 2026.

Under the share swap ratio, each shareholder of IFPL will receive 13.66 fully paid-up ordinary shares of QUICE (face value PKR 10/- each, issued at par) for every one ordinary share held in IFPL.

In aggregate, 375,759,280 new shares of QUICE will be issued to existing shareholders of IFPL in exchange for their total holding of 27,508,000 shares.

The ratio has been determined on the basis of special purpose audited financial statements as at February 28, 2026, and a share swap ratio certificate issued by M/s Parker Russell A.J.S., Chartered Accountants, dated May 8, 2026.

Upon sanction of the Scheme, the authorized share capital of QUICE will be increased to Rs5,000,000,000/- (Rupees Five Billion), divided into 500,000,000 ordinary shares of Rs10/- each.

This increase will be carried out in two stages  first through the merger of existing authorized share capitals of IFPL (Rs 300,000,000/-) and QUICE (Rs1,051,000,000/-) to Rs1,351,000,000/-, followed by a further increase to Rs5,000,000,000/- through a special resolution.

Simultaneously with the amalgamation, the Sponsors' Loan appearing in IFPL's books at the Appointed Date, amounting to Rs 109,139,557/-, will be converted into equity.

Pursuant to the share swap ratio, 10,913,956 ordinary shares of QUICE will be issued against this loan.

Following the completion of the merger, QUICE's total issued and paid-up share capital will comprise 485,135,064 ordinary shares, representing a total paid-up capital of Rs4,851,350,640/-.

The proposed Scheme remains subject to all requisite corporate, regulatory, shareholder, creditor, and court approvals, including sanction of the competent Court under the Companies Act, 2017.

The aforementioned information was disseminated through a notification to Exchange.

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