Nature of the Event

This document is a revised Public Announcement for an open offer to acquire shares of Frontier Capital Limited, issued to correct a typographical error in the initial announcement. The open offer is mandatory under SEBI (SAST) Regulations, 2011.

Key Quantitative Figures

  • Open Offer Size: 43,58,163 equity shares (26.00% of total voting share capital)
  • Offer Price: ₹10.20 per fully paid-up equity share of face value ₹10
  • Total Consideration: ₹4,44,53,263 (assuming full subscription)
  • Underlying Transaction: Acquisition of 93,98,455 shares (56.07% of capital) for ₹9,39,84,550 at ₹10 per share
  • Total Equity Capital: 1,67,62,163 equity shares of ₹10 face value each

Dates of Action

  • Public Announcement Date: October 13, 2026
  • Detailed Public Statement Publication: On or before Wednesday, October 21, 2026
  • Tendering Period: 10 working days (exact dates to be disclosed in Letter of Offer)

Parties Involved

Acquirers: Mr. Prafful Agarwal (Acquirer I) and Mrs. Anupam Gupta (Acquirer II)

Selling Shareholders: Mr. Anirudh Bhuwalka (9,26,900 shares, 5.53%) and M/s. Inimitable Capital Finance Private Limited (84,71,555 shares, 50.54%)

Target Company: Frontier Capital Limited (CIN: L65990MH1984PLC033128)

Manager to Offer: Srujan Alpha Capital Advisors LLP (SEBI Reg. No.: INM000012829)

Stock Exchange: BSE Limited (Security Code: 508980 / Security Symbol: FRONTCAP)

Purpose and Rationale

The open offer is triggered by the acquisition of 56.07% shareholding from the existing promoters through a Share Purchase Agreement dated October 13, 2026. This acquisition gives the acquirers control over the Target Company, making this open offer mandatory under Regulation 3(1) and Regulation 4 of SEBI (SAST) Regulations.

Financial and Operational Impact

  • The acquirers will become the new promoters of Frontier Capital Limited upon completion
  • The sellers will relinquish control and management and be declassified from promoter category
  • If post-offer shareholding exceeds 75%, acquirers will take actions to meet minimum public shareholding requirements
  • The offer is not conditional upon minimum acceptance level
  • No intention to delist the company

Mode of Payment

The Offer Price will be paid in "Cash" by the Acquirers in accordance with Regulation 9(1)(a) of SEBI (SAST) Regulations.

Additional Details

  • Target Company Registered Office: 1206, Plot-453, Lodha Supremus, Senapati Bapat Marg, Lower Parel, Delisle Road, Mumbai, Maharashtra, India, 400013
  • Transaction subject to: RBI approval (required for NBFC acquisition) and other statutory approvals
  • Acquirers' Post-Transaction Holding: Mr. Prafful Agarwal - 84,58,610 shares (50.46%), Mrs. Anupam Gupta - 9,39,845 shares (5.61%)

Typographical Error Correction

The initial announcement incorrectly stated the total equity share count as "One Crore Sixty Seven Lakh Sixty Two Thousand One Hundred and Sixty Three Lakh" instead of "One Crore Sixty Seven Lakh Sixty Two Thousand One Hundred and Sixty Three Only." This revised announcement corrects that error.

#Tags: #FrontierCapital #OpenOffer #SEBIDisclosure #TakeoverRegulations #NBFC