Date: October 02, 2026

KMP / Board / Auditor Changes

Not Specified

Dividend Declaration or Non-Declaration

Not Specified

Board Meeting Outcomes

Not Specified

Financial Results

Not Specified

Disinvestment / Strategic Actions

The document discloses an open offer by Apollo Micro Systems Limited to acquire up to 1,39,77,911 fully paid-up equity shares of face value of ₹2 each, representing 26.00% of the equity share capital of Premier Explosives Limited.

Open Offer Details

  • Acquirer: Apollo Micro Systems Limited
  • Target Company: Premier Explosives Limited
  • Offer Size: 1,39,77,911 equity shares (26.00% of equity capital)
  • Offer Price: ₹698 per equity share plus applicable interest of ₹7.65 per share
  • Total Consideration: ₹705.65 per equity share payable in cash
  • Manager to Offer: Cumulative Capital Private Limited
  • Registrar to Offer: Bigshare Services Pvt. Ltd.

Independent Directors Committee (IDC) Composition

1) Dr. V. G. Sekaran, Chairman

2) Dr. N. K. Nanda, Member

3) Mr. Ch. Seshagiri Rao, Member

IDC Relationships and Trading Activities

  • All IDC members are independent directors of Premier Explosives Limited
  • No IDC members hold any equity shares in Premier Explosives Limited
  • No IDC members have any other contracts/relationships with Premier Explosives except as directors
  • No trading in Premier Explosives securities by IDC members in the 12 months preceding PA date or between PA date and recommendation date
  • No IDC members are directors of Apollo Micro Systems Limited
  • No IDC members hold any securities of Apollo Micro Systems Limited
  • No IDC members have any contracts/relationships with Apollo Micro Systems Limited
  • No trading in Apollo Micro Systems securities by IDC members in the relevant periods

Recommendation Details

  • The IDC unanimously approved the recommendation at their meeting held on October 1, 2026
  • The committee considers the offer price of ₹698 per share plus ₹7.65 interest to be fair and reasonable
  • The recommendation is based on review of: Public Announcement dated July 9, 2026; Detailed Public Statement published July 16, 2026; Letter of Offer dated September 29, 2026; Share Purchase Agreement dated July 9, 2026

Price Determination Analysis

  • Highest negotiated price under SPA: ₹697.52 per share
  • Volume-weighted average market price (60 trading days preceding PA): ₹696.31 per share (certified by Mr. A. Viswanatha Rao, Chartered Accountant of VASG & Associates)
  • Offer price of ₹698 + ₹7.65 interest exceeds both reference prices
  • Equity shares are frequently traded with higher volume on NSE than BSE

Market Price Comparison

  • Closing market price on BSE (September 29, 2026): ₹675.25 per share
  • Closing market price on NSE (September 29, 2026): ₹675.30 per share
  • Offer price represents premium to current market prices

Independent Advisor

  • S.S. Reddy & Associates, Practicing Company Secretaries appointed as independent advisor
  • Advisor has more than 2 decades of experience in SEBI and Company Law matters

Publication Details

The recommendation was published in the following newspapers on October 02, 2026:

  • Business Standard (English) - All Editions
  • Business Standard (Hindi) - All Editions
  • Navshakti (Marathi) - Mumbai Edition
  • Nava Telangana (Telugu) - Hyderabad Edition

Other Operational / Legal / Strategic Disclosures

The statement of recommendation is available on the target company's website at www.pelgel.com

Shareholders are advised to independently evaluate the open offer and market performance before making tendering decisions.

No material disclosures under the following sections:

  • KMP/Board/Auditor Changes
  • Dividend Declaration
  • Board Meeting Outcomes
  • Financial Results
  • Auditor's Report
  • Disinvestment/Strategic Actions