Shadowfax Technologies Limited disclosed to BSE and NSE on Friday that it has acquired the remaining and final tranche of equity shares in Criticalog India Private Limited from its founders, completing a three-tranche acquisition process that was first initiated through a Share Purchase Agreement signed on November 22, 2024. With this final tranche, Criticalog India will become a wholly owned subsidiary of Shadowfax Technologies.
Transaction Structure and What Was Acquired in the Final Tranche
The final tranche involves the acquisition of 2,572 equity shares of Criticalog India at a cost of ₹29,592 per share, representing 10.41% of CIPL’s paid-up share capital, paid entirely in cash. No regulatory or governmental approvals were required for this tranche, and the transaction is expected to be completed within April 2026.
The acquisition falls within the definition of a related party transaction given that Shadowfax already held a substantial stake in CIPL prior to this final purchase. The company has confirmed that promoters and promoter group entities have no interest in the transaction beyond the shares already held by Shadowfax in CIPL.
How the Acquisition Was Built Up Over Three Tranches
The acquisition of Criticalog India has been executed progressively. As of January 22, 2026, the date of Shadowfax’s IPO prospectus, the company had already completed two tranches — acquiring 6,716 equity shares representing 72.31% of CIPL’s equity shareholding along with 15,417 preference shares representing 100% of CIPL’s preference shareholding, together amounting to 89.59% of CIPL’s total shareholding on a fully diluted basis, for a combined consideration of ₹481.55 million. The final tranche now closes out the remaining founder-held equity, taking Shadowfax to 100% ownership.
What Criticalog India Does
Criticalog India Private Limited is a logistics company operating across freight management, air and road express delivery, freight forwarding, intermodal transportation, warehousing, customs house clearance, trade compliance and supply chain management. Its revenue for FY25 stood at ₹108.05 crore, up from ₹91.99 crore in FY24 and ₹92.92 crore in FY23 — reflecting steady growth across a three-year period.
Shadowfax has stated that the strategic rationale for the acquisition is to strengthen its capacity to handle high-value, critical shipments effectively — a capability that complements its existing last-mile and hyperlocal delivery network and extends its addressable market into the more complex, higher-margin segments of express and freight logistics.
Strategic Context for Shadowfax
Shadowfax Technologies, which listed on Indian exchanges in early 2026, operates one of India’s largest third-party logistics networks with a focus on e-commerce last-mile delivery, hyperlocal fulfilment and dark store operations. The Criticalog acquisition represents a deliberate move to build capabilities in the B2B freight and supply chain management space, which operates at different margin profiles and serves a different customer base than Shadowfax’s core consumer delivery business. Making CIPL a wholly owned subsidiary gives Shadowfax full operational and financial consolidation of the entity, allowing deeper integration of capabilities and eliminating minority interest complications from the group structure.
Disclaimer: This article is based on a regulatory filing and is for informational purposes only. It does not constitute investment advice. Readers are advised to consult a SEBI-registered financial advisor before making investment decisions.