JSA, Agram Legal, SAM act on Theobroma's ~₹2,000 crore stake sale to ChrysCapital

The shareholders and promoters of Theobroma Foods Private Limited have sold a substantial majority in Theobroma to ChrysCapital. The transaction is valued at ~₹2,000 crore (~$233 million), subject to adjustments and customary closing conditions.

JSA Advocates & Solicitors has advised Theobroma and its shareholders and ICICI Ventures on the transaction. The Firm provided comprehensive legal counsel across all facets of the transaction, including due diligence, structuring, advice on the bid process, as well as negotiation and finalisation of the definitive agreements.

The transaction team was led by Vikram Raghani (Partner) along with Yashvi Singh (Partner), Rishabh Gupta (Partner), Shubham Shahi (Senior Associate) and Darshin Pareekh (Associate), with support from the following:

Competition law: Vaibhav Choukse (Partner), Ela Bali (Partner) and Nripi Jolly (Principal Associate).

Data Privacy law: Probir Roy Chowdhury (Partner) and Nikhil George (Associate).

Agram Legal Consultants advised the promoter family of Theobroma i.e., Ms. Kainaz Messman, Ms. Tina Wykes, Mr. Farokh Messman and Mrs. Kamal Messman in relation to this stake sale. The Firm advised the promoter family on critical aspects in relation to their minority protection in the Company and in the negotiating and finalising various transaction documents.

The transaction was led by Vaishali Sharma (Managing Partner).

Shardul Amarchand Mangaldas & Co advised ChrysCapital on this transaction.

The transaction team was led by Gunjan Shah, Partner; Karun Prakash, Partner; Anant Dang, Partner; Sangamitra Sankaraiah, Partner; with support from Devaditya Chakravarti, Counsel; Anshul Chopra, Principal Associate; Tanay Khanna, Principal Associate; Hitakshi Mahendru, Senior Associate; Bhavna Hemrajani, Senior Associate and Aradhana Parmeshwar, Associate.

The due diligence team was led by Prakash, Partner; Apoorva Murali, Partner; with support from Anshul Chopra, Principal Associate; Bhavna Hemrajani, Senior Associate; Aradhana Parmeshwar, Associate; and Anshika Chadha, Associate.

The competition team was led by Rohan Arora, Partner; with support from Rahul Shukla, Principal Associate; and Anushka Gupta, Associate.

The banking & finance team was led by Veena Sivaramakrishnan, Partner; with support from Yash Kahandole, Principal Associate; Sneha Rao, Senior Associate; and Sumanyu Mohanty, Associate.

Founded in 2004 as a single outlet in Cusrow Baug at Colaba Causeway, Theobroma is a Pan-India chain of patisseries with over 250 stores across more than 30 cities.

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