LOTCHEM announces intention to acquire EPCL 

Lotte Chemical Pakistan Ltd. (LOTCHEM), in a notice sent to the bourse on March 10 2026, announced its intention to acquire a 56.2% shareholding in Engro Polymer & Chemicals Ltd. (EPCL). Taking into account a potential mandatory public offer of an additional 17.5% shares, LOTCHEM’s total stake in EPCL if it were to complete this acquisition would be close to 73.7%, which would cost PKR22bn at the current market share price of EPCL. Engro Corp’s (Parent Company) board of directors has authorised EPCL to negotiate and finalise the transaction terms, according to a report released by IMS Research.

§  EPCL’s current product mix of PVC, caustic soda, and hydrogen peroxide could act as a valuable diversifier for LOTCHEM’s existing PTA business. However, the lack of overlap between the companies’ product portfolios suggests that procurement-related synergies, such as bulk purchasing of raw materials, are likely to be limited.

§  The most meaningful merger synergies appear to be power-related. EPCL currently meets its power requirements through 65MW of gas-based captive generation. With the imposition of a captive gas levy of PKR1,243/mmbtu, generation costs have become increasingly prohibitive at roughly PKR40.5/kWh. Access to grid power through LOTCHEM could potentially reduce this cost, allowing the combined entity to generate annual pre-tax savings of approximately c.PKR4.6bn.

There is also the possibility of a one-time gain under the current incremental electricity subsidy scheme. Additional grid consumption could qualify the combined entity for a reduced tariff of PKR23/kWh, potentially translating into a one-time benefit of around PKR7.6bn.

LOTCHEM’s balance sheet remains relatively strong, with existing debt of PKR800mn against an asset base of PKR47.8bn. With an average EBITDA of PKR8.6bn over the past five years, the company likely has the capacity to raise debt of roughly 3–4x EBITDA to finance a leveraged buyout at EPCL’s current market capitalisation. However, if the acquisition price rises materially above current levels, the company may need to consider a rights issue, as leverage beyond 4x EBITDA for a spread-based cyclical business could materially increase financial risk, in our view.

Overall, while the implementation of anti-dumping duties on PTA (2.63–9.5%) should support LOTCHEM’s profitability, near-term petrochemical dynamics remain challenging. PVC-Ethylene margins  have already fallen below EPCL’s estimated breakeven of US$360/MT following the US-Iran war amid higher feedstock costs, while global oversupply is likely to persist despite planned capacity rationalization through 2026–28. Nevertheless, power cost synergies and any sustained recovery in construction and textile demand could support profitability and strengthen the combined entity’s resilience over the medium-term.

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