Open Offer Details

  • Offer Size: Up to 3,70,47,634 equity shares
  • Percentage of Capital: 26.00% of the Emerging Voting Share Capital
  • Offer Price: ₹1.53 per equity share (face value ₹1 each)
  • Total Consideration: ₹5,66,82,881 (assuming full acceptance)
  • Mode of Payment: Cash
  • Type of Offer: Mandatory/Triggered Offer
  • Target Company: ACI Infocom Limited (CIN: L72200MH1982PLC175476)
  • Listing: BSE Limited (Symbol: ACIIN)

Underlying Transaction

The open offer obligation was triggered by the Board of Directors' approval on August 10, 2026 for:

1. Preferential Allotment of Equity Shares: 3,20,00,000 equity shares to acquirers at ₹1.53 per share (including ₹0.53 premium)

  • Mr. Sanjay Natvarlal Mandavia (Acquirer-1): 3,19,00,000 shares (₹4,89,60,000 consideration)
  • Ms. Rupal Sanjay Mandavia (Acquirer-2): 1,00,000 shares

2. Preferential Allotment of Fully Convertible Warrants: 29,48,00,000 warrants at ₹1.53 per warrant

  • Ms. Rupal Sanjay Mandavia (Acquirer-2): 10,00,00,000 warrants (₹15,30,00,000 consideration)
  • Public Shareholders: 19,48,00,000 warrants

Acquirer Details

Mr. Sanjay Natvarlal Mandavia (Acquirer-1)

  • PAN: AFJPM0846C
  • Address: A-3, 1101, World Spa East, Near FWSTS Building, Sector-30, Gurgaon, Haryana – 122001
  • Current Holding: 5,25,000 equity shares (0.48% of pre-issue capital)
  • Proposed Acquisition: 3,19,00,000 equity shares
  • Post-transaction Holding: 3,24,25,000 shares (22.76% of emerging voting capital)

Ms. Rupal Sanjay Mandavia (Acquirer-2)

  • PAN: AAGPM4663B
  • Address: Same as Acquirer-1
  • Current Holding: 31,64,004 equity shares (2.86% of pre-issue capital)
  • Proposed Acquisition: 1,00,000 equity shares + 10,00,00,000 warrants
  • Post-transaction Holding: 32,64,004 shares (2.29% of emerging voting capital)

Combined Post-Transaction Holding: 3,56,89,004 shares (25.05% of emerging voting capital)

Capital Structure Impact

  • Pre-issue Paid-up Capital: ₹11,04,90,900 (11,04,90,900 equity shares)
  • Emerging Voting Share Capital: 14,24,90,900 equity shares (including preferential allotment)
  • Warrant Conversion Timing: Only after expiry of 10 working days from completion of offer period
  • Public Shareholding Compliance: Will maintain at least 25% as required under SCRR 1957

Conditions and Timeline

  • The offer is not conditional upon minimum acceptance
  • Detailed Public Statement to be published by August 17, 2026
  • Underlying transaction may complete prior to open offer completion
  • Acquirers have made firm financial arrangements as required under Regulation 25(1)

Additional Information

  • Acquirers will become promoters of the Target Company
  • No intention to delist the Target Company
  • Mr. Sanjay Natvarlal Mandavia is currently Whole Time Director (Professional Category) of Target Company
  • The spouses have no other interest in the Target Company beyond disclosed holdings and directorship