Thyrocare Technologies to sell Nueclear stake for ₹141 crore

Agreement

Blacklitt Research30 October 20262 min read

A gloved hand using a pipette over sample vials in a laboratory. — Photo by CDC on Unsplash (Unsplash License). Illustrative image.

Thyrocare Technologies (NSE: THYROCARE) has entered into a share purchase agreement to sell its entire stake in Nueclear Healthcare Limited to Trovera Healthcare Private Limited for about ₹141 crore, it said in a filing on 30 Oct 2026. Nueclear Healthcare is a material wholly owned subsidiary, and the buyer will pay in preference shares worth ₹59.50 crore plus about ₹81.90 crore in cash.

Key highlights

Aggregate consideration: ₹141.40 crore
Cash consideration: about ₹81.90 crore, subject to working capital adjustment
Consideration in shares: 42,500 CCPS of Trovera, worth ₹59.50 crore
Shares sold: 1,11,11,000 equity shares, 100% of Nueclear Healthcare
Shareholder approval: 29 Oct 2026

The sale in numbers

Item	Detail
Buyer	Trovera Healthcare Private Limited
Agreement	Share purchase agreement dated 30 Oct 2026
Shares sold	1,11,11,000 equity shares, 100% of Nueclear Healthcare
Aggregate consideration	₹141.40 crore
Consideration in CCPS	42,500 compulsorily convertible preference shares of Trovera, ₹59.50 crore
CCPS issue price	₹14,000 each (face value ₹10, premium ₹13,990)
Cash consideration	About ₹81.90 crore, subject to working capital adjustment
Board approval	21 Sep 2026
Shareholder approval	Special Resolution on 29 Oct 2026, including approval by public shareholders

Sale of the entire stake to Trovera

Nueclear Healthcare Limited is a material wholly owned subsidiary of Thyrocare Technologies. Under the agreement, the company sells all 1,11,11,000 equity shares it holds, which is 100% of the subsidiary's issued, subscribed and paid-up equity capital.

On completion the company will cease to hold any equity in Nueclear Healthcare, and the subsidiary will become wholly owned by Trovera, the filing says. Completion is subject to customary conditions precedent.

Consideration: preference shares and cash

The first part is 42,500 compulsorily convertible preference shares (CCPS) of Trovera. Each has a face value of ₹10 and was issued at a premium of ₹13,990, an issue price of ₹14,000, for ₹59.50 crore in total.

The second part is cash of about ₹81.90 crore. The share component is fixed, while the cash component is subject to adjustment for the working capital adjustment amount under the agreement.

The company says the total consideration and the CCPS issue price were set after fair valuation of Nueclear Healthcare and Trovera by independent valuers.

What the sale means for Thyrocare Technologies' shareholders

The company gives up its stake in Nueclear Healthcare and receives preference shares of Trovera and cash in return. The filing says the public shareholders also approved the resolution on 29 Oct 2026, after the votes of the promoter group and of parties to the sale were excluded.

The filing does not say what the working capital adjustment will be, when the sale will complete, or how it will affect the company's revenue or profit. The next step is completion, which depends on customary conditions precedent.

Reference: Original filing (PDF)

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