Shardul Amarchand Mangaldas & Co. (SAM) and Cyril Amarchand Mangaldas (CAM) advised on the merger of Sapphire Foods with Devyani International.

Sapphire Foods India Limited and Devyani International Limited, both listed on the BSE and NSE and operating KFC and Pizza Hut restaurants in India (and select overseas markets) under franchise from Yum! Brands, have entered into a merger that will consolidate Yum! Brands’ India business under a single listed entity. Upon completion of the transaction, Devyani International Limited will emerge as the sole Yum! Brands franchisee in India, positioning the combined business as one of the largest quick-service restaurant operators in the country.

The transaction also involves a secondary sale of an 18.5% shareholding in Sapphire Foods by its promoter, Sapphire Foods Mauritius Limited (a Samara Capital entity), to Arctic International Private Limited, an entity associated with the promoter group of Devyani International.

SAM acted as sole legal counsel to Sapphire Foods Mauritius Limited and Sapphire Foods India Limited.

The SAM deal team was led by Partner Jay Gandhi, with Senior Associates Akshath Vidyanath and Ankit P., and Associates Yashvardhan Mittal, Rhea Tewary and Jay Sureka.

The securities team was led by Partner Yogesh Chande, with Principal Associate Preeti Kapany and Associate Anushri Mandal. Competition team was led by Partners Harman Singh Sandhu and Nitika Dwivedi, supported by Principal Associate Raveena Kumari Sethia, Senior Associate Abhishek Hazari and Associate Khushi Agarwal. The NCLT and scheme advisory team was led by Partner Anirudh Das, with Associates Anirveda Sharma, Nitin Sharma, Hemang Arora and Aditya Kumar Singh. Litigation team was led by Partner Shreya Jain, with Associate Prachi Gupta, while banking and finance team was led by Partner Veena Sivaramakrishnan, with Associate Siddharth Jasrotia. Additional strategic inputs were provided by Partners Anirban Bhattacharya and Ambarish, and Principal Associate Jeel Panchal.

Cyril Amarchand Mangaldas advised Devyani International Limited on the merger. The CAM team was led by Partners Anchal Dhir and Shubham Rastogi, with support from Senior Associates Swini Khara and Varun Kannan, and Associates Prachurya Sahu, Coral Shah, Geetika Kaura and Judy Gantzer. Competition law aspects were advised by Partner Avaantika Kakkar (Head – Competition), assisted by Senior Associate Rajat Sharma and Associates Mohini Parghi and Kartik Agrawal.