Key Quantitative Figures

  • Offer Size: 3,19,71,680 equity shares (26.00% of Expanded Voting Share Capital)
  • Offer Price: ₹23.35 per equity share
  • Total Consideration: ₹74,65,38,728 (payable in cash)
  • Pre-Issue Share Capital: 34,33,000 equity shares of ₹10 face value each
  • Expanded Voting Share Capital: 12,29,68,000 equity shares (including 11,92,68,000 equity shares and 37,00,000 convertible warrants)
  • SSSA Consideration Shares: 7,62,85,000 equity shares to be issued for Golden Ikon acquisition
  • Preferential Issue: 11,58,35,000 equity shares and 37,00,000 convertible warrants approved

Parties Involved

Acquirers: Mr. Manav Bahri (Acquirer 1), Mr. Dinesh Popli (Acquirer 2), Mr. Ajay Dutta (Acquirer 3)

PAC: Trimudra Trade & Holdings Private Limited (Director: Shraddha C Gohil)

Manager: Systematix Corporate Services Limited

Target Company: Kuber Udyog Limited

Acquisition Target: Golden Ikon Fleet Management Private Limited

Transaction Details

The Open Offer is triggered by:

1. Execution of Share Sale & Subscription Agreement (SSSA) dated August 7, 2026, where Target Company acquires 100% of Golden Ikon's equity share capital

2. Acquirers transfer their entire Golden Ikon shareholding to Target Company

3. Target Company issues 7,62,85,000 equity shares to acquirers as non-cash consideration

4. Preferential issue of 11,58,35,000 equity shares and 37,00,000 convertible warrants to acquirers, PAC, and other allottees

Financial Impact

  • SSSA Consideration: ₹176,22,50,000 (non-cash, through equity issuance)
  • Preferential Issue Cash Component: ₹2,77,20,000 for 12,00,000 convertible warrants
  • Open Offer Cash Outflow: ₹74,65,38,728 (maximum, if fully accepted)

Capital Structure Impact

Post-transaction shareholding (assuming no offer shares tendered):

  • Mr. Manav Bahri: 3,85,92,500 shares (31.38%)
  • Mr. Dinesh Popli: 1,92,96,250 shares (15.69%)
  • Mr. Ajay Dutta: 1,92,96,250 shares (15.69%)
  • Trimudra Trade & Holdings: 3,00,000 shares (0.24%)
  • Total Acquirer+PAC Holding: 63.01% of expanded voting share capital

Business Context

Target Company is currently registered as an NBFC with RBI but has discontinued NBFC activities effective May 30, 2026. Application for voluntary surrender of Certificate of Registration submitted to RBI on July 24, 2026 (pending). Company proposes to diversify into fleet management business through Golden Ikon acquisition.

Conditions and Approvals

Completion subject to receipt of all requisite statutory, regulatory, corporate, and shareholder approvals. Offer may be withdrawn if any approvals are refused or become subject to unacceptable conditions.

Additional Details

  • Equity shares to be issued under preferential issue during offer period will be kept in separate 'DP Escrow Account'
  • Offer is not conditional upon minimum acceptance level
  • Target Company CIN: L51909MH1982PLC371203

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