Demerger of Hindustan Unilever's Ice Cream Business into Kwality Walls (India) and Acquisition by The Magnum Ice Cream Company

Khaitan & Co advised The Magnum Ice Cream Company Limited and Kwality Walls (India) Limited on the demerger of Hindustan Unilever Limited's ice cream business into Kwality Walls (India) Limited and on subsequent steps related to the proposed listing of Kwality Walls (India) Limited on the Indian stock exchanges. The transaction comprised the demerger of HUL's ice cream division into Kwality Walls (India) Limited (KWIL), involving the transfer as a going concern of all assets, liabilities, operations, intellectual property rights and employees associated with the ice cream business. The firm advised on a wide range of arrangements between HUL and KWIL, including real estate, intellectual property, technology, data privacy, employee matters and ESOPs, to facilitate the operational transition and preserve continuity of business. Currently 61.9% of the issued and paid-up share capital of KWIL is held by Unilever. The Magnum Ice Cream Company has executed a share purchase agreement with Unilever to acquire those KWIL shares and will complete the acquisition, enabling direct market participation in the high-growth ice cream and frozen desserts category. Khaitan & Co also advised KWIL on post-demerger corporate actions, providing end-to-end assistance in the negotiation and drafting of key commercial and operational agreements, including transitional services agreements, IP licensing agreements and contract manufacturing agreements. The firm further advised on the preparation, vetting and filing of the Information Memorandum in connection with the proposed listing of KWIL, ensuring compliance with applicable SEBI and stock exchange requirements. Khaitan & Co represented client(s) The Magnum Ice Cream Company Limited and Kwality Walls (India) Limited with a team composed by: Vineet Shingal (Partner); Saloni Mehta (Principal Associate); Prakhar Khandelwal (Associate); Akshat Shukla (Associate). Mehul Shah (Partner); Rushabh Gala (Principal Associate); Hiren Kukreja (Associate); Aditi Swapnil Rathi (Associate) advised on the demerger and allied aspects. Vaibhav Mittal (Partner) advised on capital markets and listing aspects. Additional contributors advising on various aspects of the transaction included: Sharad Abhyankar (Partner); Dinesh Kumar Agrawal (Executive Director); Avnish Sharma (Partner); Deepak Kumar (Partner); Nishad Nadkarni (Partner); Nishant Arora (Partner); Rahul Jain (Partner); Shabnam Shaikh (Partner); Shailendra Bhandare (Partner); Sudipta Bhattacharjee (Partner); Supratim Chakraborty (Partner); Sourav Dan (Counsel); Arjyadeep Roy (Principal Associate); Bharat Jain (Principal Associate); Pranay Sahay (Principal Associate); Rupali Singh (Principal Associate); Anushka Venketram (Senior Associate); Khushboo Jhunjhunwala (Senior Associate); Murugaveni Pillai (Senior Associate); Ransher Singh (Senior Associate); Riya Manuja (Senior Associate); Saranya Mishra (Senior Associate); Shramana Dwibedi (Senior Associate); Anuraag Bukkapatnam (Associate); Avantika Tanwar (Associate); Jaanvi Chopra (Associate); Mythri Murali (Associate); Vaishali Adhikari (Associate).

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Demerger of Hindustan Unilever's Ice Cream Business into Kwality Walls (India) and Acquisition by The Magnum Ice Cream Company

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Demerger of Hindustan Unilever's Ice Cream Business into Kwality Walls (India) and Acquisition by The Magnum Ice Cream Company

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