DP Global Open Offer for 26% of AMPL Capital

Key Quantitative Figures

Offer Size: 1,59,79,920 fully paid-up Equity Shares
Face Value: ₹2 per share
Percentage of Equity: 26% of Total Voting Equity Share Capital
Offer Price: ₹30 per equity share
Total Maximum Consideration: ₹47,93,97,600 (assuming full acceptance)
Escrow Amount Deposited: ₹12,00,00,000 (more than 25% of total consideration)

Dates of Action

Public Announcement Date: June 30, 2026
Detailed Public Statement Date: July 07, 2026
Draft Letter of Offer Filing with SEBI: July 14, 2026
Identified Date: August 06, 2026 (10th working day before tendering period)
Tendering Period: August 20, 2026 to September 03, 2026
Payment Completion Deadline: September 18, 2026

Parties Involved

Acquirers:

DP Global Wealth Management LLP (Acquirer-1) - Holds 92,69,205 shares (15.08%)
Mr. Vikas Kataria (Acquirer-2) - Holds 12,44,948 shares (2.03%), Executive Director of Target Company

Person Acting in Concert:

Ms. Supriya Kataria (spouse of Vikas Kataria) - Holds 49,56,204 shares (8.06%)

Manager to Offer: Novus Capital Advisors Private Limited (formerly Fast Track Finsec Private Limited)

Escrow Bank: ICICI Bank Limited

Target Company: AMPL Capital Limited (CIN: L65910MH1991PLC404531)

Purpose and Rationale

The Open Offer is triggered by acquisitions made through market purchases that increased the collective holding of the Acquirers and PAC from 24.17% to 25.17%, crossing the threshold limit prescribed under Regulation 3(1) of SEBI (SAST) Regulations. The primary purpose is investment and to exercise joint control over the target company alongside existing promoters.

Financial and Operational Impact

Current Holding: Acquirers and PAC hold 1,54,70,357 shares (25.17%)
Post-Offer Holding: 3,14,50,277 shares (51.17%) assuming full acceptance
Public Shareholding Reduction: From current levels to below 25% minimum requirement
Acquirers Undertaking: To facilitate compliance with minimum public shareholding requirements within prescribed time

Capital Structure Impact

Current Paid-up Capital: ₹12,29,22,460 divided into 6,14,61,230 equity shares of ₹2 each
Authorized Capital: ₹25,00,00,000 divided into 12,50,00,000 equity shares of ₹2 each
Outstanding Convertibles: 76,00,000 Convertible Equity Warrants (not considered for voting rights calculation)

Cash Flow Implications

Maximum Cash Outflow: ₹47,93,97,600 for full acceptance
Escrow Arrangements: ₹12,00,00,000 deposited in ICICI Bank escrow account
Payment Timeline: Consideration to be paid within 10 working days of tendering period expiry

Conditions and Approvals

Mandatory Approval: RBI approval under Master Directions required
Other Approvals: No other statutory approvals required as of DPS date
Offer Withdrawal Conditions: If statutory approvals refused, acquirer dies, litigation initiated, or force majeure events
Non-Conditional: Not subject to minimum acceptance level

Target Company Financials (Consolidated)

| Revenue | 1,237.00 | 1,465.37 | 4,357.73 |

| Net Income (PAT) | 133.56 | (673.80) | 2,500.79 |

| EPS | 1.48 | (1.31) | 4.76 |

| Net Worth | 7,276.44 | 7,473.73 | 13,718.74 |

Offer Price Justification

The Offer Price of ₹30 per share is justified under Regulation 8(2) of SEBI (SAST) Regulations as being higher than:

52-week volume weighted average price: ₹29.78
26-week highest price paid: ₹30.00
60-day VWAP: ₹29.48

Additional Information

Equity shares are frequently traded on BSE (Scrip Code: 539598)
Target Company has three subsidiaries: AMPL Wealth Management Private Limited, AMPL Capital Advisors Private Limited, AMPL Asset Management Private Limited
No merger, demerger or spin-off in last three years
Acquirers have no intention to delist the Target Company
No intention to alienate significant assets except in ordinary course of business

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