Key Quantitative Figures

  • Offer Size: 6,54,966 equity shares (26% of voting share capital)
  • Offer Price: ₹54 per equity share
  • Maximum Consideration: ₹3,53,68,164 (assuming full acceptance)
  • Face Value: ₹10 per share
  • Current Paid-up Capital: ₹2,51,91,000 (25,19,100 shares)
  • Authorized Capital: ₹6,00,00,000 (60,00,000 shares)

Underlying Transaction Details

  • Share Purchase Agreement Date: June 18, 2026
  • Seller: Vijaya Mani (existing promoter)
  • Sale Shares: 8,70,500 equity shares (34.56% of voting capital)
  • Sale Price: ₹50 per share
  • Sale Consideration: ₹4,35,25,000
  • Acquisition Breakdown:
  • Acquirer 1: 5,14,500 shares
  • Acquirer 2: 1,78,000 shares
  • Acquirer 3: 1,78,000 shares

Timeline of Major Activities

  • Public Announcement Date: June 18, 2026
  • Detailed Public Statement Date: June 25, 2026
  • Draft Letter of Offer Filing: July 03, 2026
  • Identified Date: July 28, 2026
  • LOF Dispatch to Shareholders: By August 04, 2026
  • Tendering Period: August 11, 2026 to August 24, 2026
  • Payment Completion: By September 08, 2026
  • Post-Offer Announcement: By September 16, 2026

Current Shareholding Pattern (Pre-Offer)

  • Promoter & Promoter Group: 12,74,659 shares (50.6%)
  • Acquirers & PAC: 3,78,000 shares (15.01%)
  • Public: 8,66,441 shares (34.39%)

Proposed Post-Offer Shareholding

  • Acquirers & PAC (assuming full acceptance): 19,03,466 shares (75.56%)
  • Other Promoters: 4,14,159 shares (16.04%)
  • Public: 2,11,475 shares (8.39%)

Financial Arrangements

  • Escrow Amount Deposited: ₹89,00,000 (more than 25% of offer consideration)
  • Escrow Bank: ICICI Bank Limited (Account No: 000405166661)
  • Liquid Assets of Acquirers (as of May 31, 2026):
  • Acquirer 1: ₹1,91,39,590.88
  • Acquirer 2: ₹1,08,00,421.61
  • Acquirer 3: ₹1,07,48,442
  • PAC: ₹43,50,504.75

Offer Mechanics

  • Marketable Lot: 1 share
  • Tendering Mechanism: Through BSE Acquisition Window
  • Designated Stock Exchange: BSE Limited
  • Buying Broker: Choice Equity Broking Private Limited
  • Not Conditional on minimum acceptance level
  • Acceptance Method: Proportionate basis if oversubscribed

Target Company Background

  • Incorporated: October 06, 1986 as private limited, converted to public limited on January 05, 1995
  • Business: Manufacturing, marketing and exporting pharmaceutical formulations (allopathic, ayurvedic, nutraceutical)
  • Listed: Only on BSE (Scrip Code: 531210, ISIN: INE923C01011)
  • ESM Status: Trading under Enhanced Surveillance Measure - Stage 1

Financial Performance (Audited)

| Particulars | FY2026 (₹ lakhs) | FY2025 (₹ lakhs) | FY2024 (₹ lakhs) |

| Revenue from Operations | 613.61 | 652.77 | 702.96 |

| Total Income | 662.05 | 682.56 | 730.46 |

| Profit After Tax | 51.45 | 49.66 | 48.67 |

| EPS (₹) | 2.04 | 1.97 | 1.93 |

| Book Value per share (₹) | 3.99 | 3.76 | 3.55 |

Key Conditions

  • Offer may be withdrawn if statutory approvals not received (Regulation 23 of SAST Regulations)
  • No competing offer as of date of DLOF
  • Delay in payment beyond 10 working days from tendering closure will attract 10% interest p.a.
  • Acquirers cannot complete underlying acquisition until expiry of offer period (Regulation 22)

Taxation Aspects

  • STT applicable at 0.1% on transaction value
  • LTCG tax implications for shares held >12 months
  • STCG tax implications for shares held ≤12 months
  • Different tax treatments for resident and non-resident shareholders
  • No TDS deduction for resident shareholders

Documents Available for Inspection

  • Certificate of Incorporation and MOA/AOA of Target Company
  • Networth certificates of Acquirers
  • Escrow Agreement and bank confirmation
  • Share Purchase Agreement
  • Public Announcement and Detailed Public Statement
  • Annual reports and financial statements