Public Announcement Under SEBI (SAST) Regulations, 2011

Offer Details

  • Offer Size: Up to 1,39,77,911 equity shares of face value ₹2 each
  • Percentage of Equity: 26.00% of the fully diluted equity share capital
  • Offer Price: ₹698 per equity share
  • Total Consideration: Up to ₹975,65,81,878 (assuming full acceptance)
  • Mode of Payment: Cash payment
  • Type of Offer: Mandatory open offer under Regulations 3(1) and 4 of SEBI (SAST) Regulations
  • Minimum Acceptance Condition: No minimum acceptance requirement per Regulation 19(1)
  • Competing Offer: This is not a competing offer under Regulation 20

Underlying Transaction Triggering the Offer

Apollo Micro Systems Limited (Acquirer) entered into a Share Purchase Agreement dated July 9, 2026 with AKS Family Trust (Seller) to acquire 2,22,21,735 equity shares (41.33% of equity share capital) of Premier Explosives Limited for a total consideration of ₹1,550,00,00,000 (approximately ₹697.52 per share). This acquisition is subject to receipt of approval from the Competition Commission of India under the Competition Act, 2002.

Post-Transaction Structure

  • Post the underlying transaction, Apollo Micro Systems will hold 41.33% of Premier Explosives
  • Assuming full acceptance of the open offer, total holding could reach up to 67.33% (3,61,99,646 shares)
  • Apollo Micro Systems will become the promoter of Premier Explosives Limited
  • AKS Family Trust (current promoter) intends to be reclassified as public shareholder
  • No intention to delist Premier Explosives Limited

Target Company Information

  • Share Capital Status: No convertible securities, no warrants, and no locked-in equity shares as per March 31, 2026 filing

Acquirer Details

  • Promoter: Mr. Karunakar Reddy Baddam
  • Promoter Group Members: Mrs. Srilakshmi Reddy Vangeti, Mr. Baddam Chanakya Reddy, Mr. Baddam Kanishka Reddy
  • No persons acting in concert for the purposes of this open offer

Timeline and Documentation

  • Detailed Public Statement (DPS) to be published on or before July 16, 2026
  • DPS will contain comprehensive details of the open offer including financial arrangements and conditions
  • Publication in English national daily, Hindi national daily, regional language daily at Hyderabad, and regional language daily at Mumbai

Financial Arrangements

The Acquirer has confirmed adequate financial resources and firm financial arrangements to meet the obligations under the offer, in compliance with Regulation 25(1) of SEBI (SAST) Regulations.

Manager to the Open Offer

Cumulative Capital Private Limited (SEBI Registration No: INM000013129, CIN: U64910MH2023PTC414974) is serving as the Manager to the Open Offer.