Key Quantitative Figures

Financial Performance (Standalone FY 2025-26)

  • Sales and Other Income: ₹2.49 lakhs (Previous year: ₹12.89 lakhs)
  • Loss Before Depreciation: ₹(28.54) lakhs (Previous year profit: ₹1.51 lakhs)
  • Depreciation: ₹0.16 lakhs (Previous year: ₹0.00 lakhs)
  • Loss After Taxation: ₹(28.90) lakhs (Previous year profit: ₹1.51 lakhs)
  • Total Assets: ₹174.57 lakhs (Previous year: ₹207.43 lakhs)
  • Equity Share Capital: ₹288.16 lakhs (28,81,600 equity shares of ₹10 each)
  • Cash & Cash Equivalents: ₹56.52 lakhs (Previous year: ₹160.90 lakhs)

Proposed Transactions

  • Magnatech Acquisition Value: ₹298.67 crore for 95% stake
  • Shares to be Issued for Acquisition: 19,91,16,000 equity shares at ₹15 per share
  • Preferential Issue to Michael Commiskey Jr.: 26,66,667 shares at ₹15 per share aggregating ₹4.00 crore
  • Authorized Capital Increase: From ₹4 crore to ₹225 crore

Dates of Action

  • AGM Date: 30th September 2026 at 5:00 PM IST through VC/OAVM
  • E-voting Period: 27th September 2026 (9:00 AM) to 29th September 2026 (5:00 PM)
  • Record Date: 23rd September 2026
  • Bimal Switchgear Acquisition Completed: December 2025
  • Board Meeting Dates: 22nd July 2026, 31st August 2026

Parties Involved

Acquisition Target: MagnaTech Co. Ltd, South Korea (Registration No: 2001110219604)

Valuers:

  • CA Bhavesh M Rathod (IBBI Regd. No. IBBI/RV/06/2019/10708) - Valued Integra Switchgear
  • CS Abhishek Chhajed (IBBI Regd. No. IBBI/RV/03/2020/13674) - Valued MagnaTech

Statutory Auditors: M/s. D C Parikh & Co., Chartered Accountants (Firm Registration No. 107537W)

RTA: Adroit Corporate Services Private Limited

Purpose and Rationale

The Magnatech acquisition is described as a strategic initiative to bring battery production technology, energy storage systems, high-power LED lighting, and high thermal conductivity materials capabilities to India. The company aims to leverage MagnaTech's technology with Integra's Indian manufacturing base to support India's energy storage requirements estimated at 47 GW / 236 GWh by 2031-32.

Financial Impact

Explicitly Stated: The acquisition will be completed through share swap with no cash outflow. The preferential issue to Michael Commiskey Jr. will provide ₹4 crore for working capital requirements.

Capital Structure Impact: Post-acquisition and preferential issues, the share capital would increase significantly from current 28,81,600 shares to approximately 20,46,64,267 shares.

Forward-looking Statements

The management discusses opportunities in energy storage sector and plans to leverage the combined land bank of approximately 21,853 square meters for future development opportunities.

Legal and Regulatory Matters

The company has received two Show Cause Notices from SEBI:

1. Dated October 15, 2025 for alleged violation of Regulation 31A of LODR Regulations

2. Dated January 7, 2026 for erstwhile promoters regarding Regulation 29 of SAST Regulations

Management believes these will not have material adverse impact as liabilities from pre-acquisition matters are borne by erstwhile promoters per Share Purchase Agreement dated February 12, 2024.

Corporate Actions Schedule

  • AGM: 30th September 2026
  • E-voting: 27th to 29th September 2026
  • Allotment to be completed within 15 days of shareholder approval or regulatory approvals

Additional Information

  • The company completed acquisition of 100% stake in Bimal Switchgear Private Limited in December 2025
  • No dividend recommended for FY 2025-26
  • Company has inactive manufacturing operations since 2020
  • Current employee strength: 2 employees

#Tags: #IntegraSwitchgear #MagnatechAcquisition #ShareSwap #PreferentialIssue #SEBIDisclosure #RegulatoryCompliance #FinancialUpdate #Neutral