Prabhhans Industries Open Offer: Acquirers to Buy 54.82 Lakh Shares at Rs 41.30
Prabhhans Industries Open Offer Details
The acquirers have made an open offer to acquire up to 54,82,248 equity shares of Prabhhans Industries Limited, representing 15.84% of the expanded voting equity share capital of the company.
The offer price has been fixed at rupee 41.30 per equity share, payable in cash. Assuming full subscription, the maximum consideration payable to public shareholders will be rupee 22.64 crore.
Regulatory Trigger: The open offer is a triggered offer under Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011, and is not subject to any minimum level of acceptance.
Prabhhans Industries Share Swap and Preferential Issue
The open offer has been triggered by the proposed preferential issue of 2,83,68,750 equity shares by Prabhhans Industries.
Under the share swap arrangements, 1,78,00,000 equity shares are proposed to be issued against the acquisition of 10,000 equity shares of Reown Device Private Limited.
A further 1,05,68,750 equity shares are proposed to be issued against the acquisition of 25,000 equity shares of MTOW Mobility Private Limited.
Both transferor companies are promoted by the acquirers and Persons Acting in Concert (PACs).
The preferential shares are proposed to be issued at rupee 41.30 per share as consideration other than cash under the share swap arrangements.
The company has also authorised the issue of 33,45,000 convertible warrants on a preferential basis at rupee 41.30 per share. These warrants have not been considered while calculating the expanded voting share capital.
Share Swap: The proposed preferential issue involves the acquisition of Reown Device Private Limited and MTOW Mobility Private Limited through share swap arrangements.
Prabhhans Industries Acquirers and Promoter Change
The acquirers are Exigo Recycling Private Limited, Raman Sharma, Anagh Ojha and Pankaj Chopra.
Kanika Gurjar and Ashok Sharma are acting as Persons Acting in Concert with the acquirers.
Following completion of the underlying transaction and subject to compliance with the SEBI SAST Regulations, the acquirers will acquire control of Prabhhans Industries and become its promoters.
Proposed Post-Transaction Holding: The acquirers and PACs are proposed to hold an aggregate 2,59,33,332 equity shares, representing 74.92% of the expanded voting share capital.
Prabhhans Industries Open Offer Highlights
| Particular | Details |
|---|---|
| Target Company | Prabhhans Industries Limited |
| Acquirers | Exigo Recycling Private Limited, Raman Sharma, Anagh Ojha and Pankaj Chopra |
| Persons Acting in Concert | Kanika Gurjar and Ashok Sharma |
| Open Offer Size | 54,82,248 equity shares |
| Offer Stake | 15.84% |
| Offer Price | rupee 41.30 per equity share |
| Maximum Consideration | rupee 22.64 crore |
| Trigger | Proposed preferential issue through share swap |
| Preferential Equity Shares | 2,83,68,750 shares |
| Transferor Companies | Reown Device Private Limited and MTOW Mobility Private Limited |
| Post-Transaction Holding | 2,59,33,332 shares |
| Post-Transaction Stake | 74.92% |
| Proposed Status | Acquirers to become promoters |
What to Watch Next
Investors can watch for shareholder and other regulatory approvals required for the proposed preferential issue of equity shares and convertible warrants.
- Monitor shareholder and regulatory approvals relating to the proposed preferential issue.
- Track the subsequent Draft Letter of Offer and related regulatory disclosures.
- Review the detailed open offer schedule, tendering period and other terms when formally disclosed.
- Monitor company disclosures regarding the proposed change in promoter status.
- Track updates concerning the proposed 74.92% post-transaction shareholding, subject to completion of the underlying transaction.
Note: The proposed transactions and post-transaction shareholding are subject to applicable approvals, completion of the underlying transaction and compliance with the SEBI SAST Regulations.
Disclaimer
Investments in the securities market are subject to market risks. Read all related documents carefully before investing. Registration granted by SEBI, and certification from NISM in no way guarantee the performance of the intermediary or provide any assurance of returns to investors. Choice Equity Broking Private Limited: SEBI Reg No. Broking - INZ000160131 ( BSE - 3299 ) | ( NSE - 13773 ) | ( MSEI - 73200 ) | ( MCX - 40585 ) | ( NCDEX - 01006 ). Depository Participant SEBI Reg. No. - IN - DP - 84 - 2015, DP ID CDSL - 12066900, NSDL ID - IN301895. Research Analyst - INH000000222 (CIN. NO.: U65999MH2010PTC198714)
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