ChrysCapital Acquires Controlling Stake in Theobroma — JSA, Agram Legal & SAM Advise

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ChrysCapital has acquired a substantial controlling stake in Theobroma Foods Private Limited, one of India’s most popular premium bakery chains. The deal is valued at approximately ₹2,000 crore (~USD 233 million), subject to customary closing conditions and adjustments.

This transaction also provides a successful exit for ICICI Venture, an existing institutional investor in Theobroma.

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Parties Involved

RoleEntity / Advisors
AcquirerChrysCapital
TargetTheobroma Foods Private Limited
Exiting InvestorICICI Venture
Legal Counsel to Theobroma, Promoters & ICICI VentureJSA Advocates & Solicitors
Legal Counsel to Promoter FamilyAgram Legal Consultants
Legal Counsel to ChrysCapitalShardul Amarchand Mangaldas & Co. (SAM)

Legal Advisory & Deal Teams

JSA Advocates & Solicitors

Acted for Theobroma, its shareholders, and ICICI Venture on all aspects of the transaction, including:

  • Due diligence

  • Structuring

  • Bid process advice

  • Drafting and finalisation of definitive agreements

Core Transaction Team:

  • Vikram Raghani (Partner)

  • Yashvi Singh (Partner)

  • Rishabh Gupta (Partner)

  • Shubham Shahi (Senior Associate)

  • Darshin Pareekh (Associate)

Specialised Inputs:

  • Competition Law:

    • Vaibhav Choukse (Partner)

    • Ela Bali (Partner)

    • Nripi Jolly (Principal Associate)

  • Data Privacy:

    • Probir Roy Chowdhury (Partner)

    • Nikhil George (Associate)

Agram Legal Consultants

Advised the promoter family of Theobroma — Ms. Kainaz Messman, Ms. Tina Wykes, Mr. Farokh Messman, and Mrs. Kamal Messman — on:

  • Minority protection rights

  • Negotiation and finalisation of transaction documents

Lead Partner:

  • Vaishali Sharma (Managing Partner)

Shardul Amarchand Mangaldas & Co. (SAM)

Acted as legal counsel to ChrysCapital, leading the acquirer side.

Lead Partner:

  • Karun Prakash (Partner)

Key Transaction Highlights

  • Valuation of ~₹2,000 crore places Theobroma among the most valuable premium food brands in India.

  • ChrysCapital acquires controlling interest, expanding its presence in the consumer and QSR space.

  • Successful exit for ICICI Venture, marking another full-cycle investment in Indian consumer growth stories.

Strategic Significance

The deal allows Theobroma to accelerate expansion beyond metro cities and enhance digital and D2C channels, leveraging ChrysCapital’s operational and growth capital support.

The investment reflects the rising investor confidence in India’s fast-moving consumer food and retail sector, especially brands with premium positioning and loyal customer bases.

Why It Matters

  • Reinforces the attractiveness of India’s branded F&B segment to private equity.

  • Empowers Theobroma to scale as a pan-India QSR and D2C player.

About the Parties

ChrysCapital

A leading Indian private equity fund with $5+ billion in assets under management and a strong track record in healthcare, financial services, and consumer sectors.

Theobroma

Founded in 2004, Theobroma is one of India’s most iconic bakery brands, known for its brownies, cakes, and patisserie offerings. It operates over 100 outlets across the country.

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Disclaimer

This article is for informational purposes only and does not constitute legal or financial advice. Readers should consult professionals before making decisions.

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