D & A Financial Services (P) Limited, acting as the Manager to the Offer, has published a Detailed Public Statement (DPS) on behalf of M/s BBU Enterprises Private Limited, M/s Touristas Horizons Private Limited, and Mr. Nikhil Pujari (collectively, the Acquirers) regarding an open offer for acquisition of shares of Switching Technologies Gunther Limited (STGL). The DPS was issued in compliance with Regulation 14 of SEBI (SAST) Regulations, 2011, and published across prominent newspapers including Financial Express (English), Jansatta (Hindi), Makkal Prathinithi (Chennai-Tamil), and Mumbai Lakshadweep (Marathi) on 2nd February 2026.

The Acquirers intend to acquire up to 6,37,000 equity shares, representing 26% of STGL’s total paid-up equity capital, at an offer price of Rs. 66 per share, aggregating to Rs. 4.20 crore. This open offer complements a Share Purchase Agreement (SPA) executed on 24th January 2026, under which the Acquirers have agreed to purchase 37.63% of STGL shares (9,22,000 shares) from existing promoter Guenther America INC at Rs. 30 per share.

Acquirers Overview:

• BBU Enterprises Private Limited: Incorporated May 2022, engaged in wholesale trading of iron, steel, and allied products, net worth Rs. 245.48 lakh as on 14th January 2026.

• Touristas Horizons Private Limited: Incorporated September 2023, engaged in tourism services and travel solutions, net worth Rs. 246.04 lakh as on 14th January 2026.

• Mr. Nikhil Pujari: MBA in Marketing, net worth Rs. 209.87 lakh, serves as director in both Acquirer companies.

All Acquirers have sufficient liquid resources to fulfil obligations under the open offer. There are no persons acting in concert (PAC) for the purpose of this offer.

Target Company Details:
Switching Technologies Gunther Limited (STGL), incorporated in 1988, is engaged in manufacturing and trading of advanced switching products including reed switches, proximity sensors, and ball switches. The company’s shares are listed on BSE Limited (Scrip Code: 517201) and are frequently traded. STGL’s recent financial performance shows a decline, with profit after tax of Rs. -342.38 lakh for half-year ending Sept 30, 2025, and negative net worth of Rs. -1,623.57 lakh, while total income stood at Rs. 423.27 lakh for the same period.

Rationale for Offer:
The Acquirers aim to gain management control of STGL, potentially diversifying its business into food processing, FMCG, beverages, dairy, and allied consumer products in India and abroad. The open offer price of Rs. 66 per share is based on the volume-weighted average market price over 60 trading days and is higher than the negotiated SPA price, complying with SEBI Regulation 8(2).

Financial Arrangements:
The Acquirers have made firm arrangements to fund the offer through internal resources, including an escrow deposit of Rs. 1.52 crore with Axis Bank, exceeding 25% of the total consideration. Independent auditors have certified sufficient financial capacity of all three Acquirers to fulfil the open offer obligations.

Statutory Approvals & Compliance:
No additional approvals are currently required for this open offer. If any statutory approvals are needed later, SEBI may grant an extension of time for payment or commencement of the tendering period. The Acquirers reserve the right to withdraw the offer if required approvals are refused, with public notification.

Open Offer Schedule:

• Public Announcement: 24th January 2026

• DPS Publication: 2nd February 2026

• Draft Letter of Offer to SEBI: 9th February 2026

• Identified Date for Shareholders: 6th March 2026

• Offer Opening: 23rd March 2026

• Offer Closing: 8th April 2026

• Payment to Shareholders: 23rd April 2026

Tendering Procedure:
Shareholders holding physical or dematerialized shares may participate in the open offer. Those who do not receive the Letter of Offer can still tender their shares. The process will be facilitated through a designated stock exchange window on BSE, with Mansukh Securities & Finance Ltd acting as the Acquirer’s broker.

Other Information:
The Acquirers accept full responsibility for the accuracy of the DPS and the PA. The Registrar to the Offer is Beetal Financial & Computer Services Pvt. Ltd, and SEBI updates regarding the offer will be available on its official website.

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