Nitin Castings Fixes ₹273.36 Floor Price for Proposed Delisting

Nitin Castings Limited has officially informed the stock exchange about a significant development regarding its proposed delisting from the stock market. In a regulatory filing submitted to BSE Limited, the company disclosed that the floor price for the proposed delisting offer has been fixed at ₹273.36 per equity share.

This disclosure has been made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which requires listed companies to promptly inform stock exchanges about material developments that may impact investors.

The announcement marks an important milestone in the company’s delisting process and has drawn attention from shareholders and market participants who are closely tracking the development.

Background of the Delisting Proposal

The delisting process was initiated following an Initial Public Announcement dated January 30, 2026, issued in accordance with Regulation 8 of the SEBI (Delisting of Equity Shares) Regulations, 2021.

Delisting refers to the removal of a company’s equity shares from being traded on stock exchanges. Once delisted, the company becomes privately held, and its shares are no longer available for public trading on exchanges like BSE.

In this case, the delisting proposal has been initiated by the promoter group of Nitin Castings Limited.

Who Are the Acquirers?

The delisting offer has been made by the company’s promoters, collectively referred to as the Acquirers / Promoters / Promoter Group. These include:

• Mr. Nirmal Kedia (Acquirer-1)

• Mr. Nitin Kedia (Acquirer-2)

• Citrus Castings Private Limited (Acquirer-3)

These promoters intend to acquire the remaining public shareholding and delist the company from the stock exchange, subject to regulatory approvals and shareholder participation.

Determination of Floor Price

One of the most critical aspects of any delisting process is the determination of the Floor Price.

As per Regulation 19A of the SEBI Delisting Regulations, 2021, the floor price must be calculated in accordance with applicable pricing guidelines. The price is determined based on valuation methodologies and must be supported by independent registered valuers.

To comply with these regulations, the acquirers appointed two independent valuers who issued valuation reports dated February 19, 2026.

First Valuation Report

The first valuation was conducted by Mr. Bhavesh M Rathod, a Chartered Accountant and Registered Valuer (Asset Class: Securities and Financial Assets).

He certified the value of the equity shares at ₹273.36 per share.

Second Valuation Report

The second valuation was conducted by Mr. Karan Chetan Shah, also a Chartered Accountant and Registered Valuer (Asset Class: Securities and Financial Assets).

He certified the value at ₹263.05 per equity share.

Why ₹273.36 Was Selected

Under SEBI rules, when multiple valuation reports are obtained, the higher of the determined values must be considered as the floor price for the delisting offer.

Accordingly, the acquirers selected ₹273.36 per equity share, as it is higher than ₹263.05.

This ensures regulatory compliance and provides a protective mechanism for public shareholders by setting a minimum acceptable price benchmark.

What Is Floor Price in Delisting?

The Floor Price represents the minimum price at which the delisting offer begins. However, it is important to understand that this is not necessarily the final price that shareholders will receive.

In most cases, the final price is determined through a process known as Reverse Book Building (RBB).

During reverse book building:

• Public shareholders tender their shares.

• They indicate the price at which they are willing to sell.

• The final discovered price is the price at which the acquirer is able to acquire sufficient shares to cross the required threshold for delisting.

If the discovered price is acceptable to the acquirers, the delisting proceeds. Otherwise, the offer may fail.

Board Meeting Scheduled

The company has informed that the valuation reports and the letter from the manager to the offer will be placed before the Board of Directors in its meeting scheduled for February 20, 2026.

The Board will consider:

• The floor price determination

• The valuation reports

• Compliance with SEBI regulations

• Further procedural steps

The Board’s review is a crucial step before proceeding to the next stage of the delisting process.

Role of the Manager to the Offer

The letter communicating the floor price was issued by Navigant Corporate Advisors Limited, acting as the Manager to the Offer.

The Manager to the Offer plays a key role in:

• Ensuring compliance with SEBI Delisting Regulations

• Managing documentation and disclosures

• Coordinating with stock exchanges

• Overseeing the reverse book building process

Their involvement ensures that the delisting process follows all regulatory requirements.

Regulatory Framework Governing the Delisting

The proposed delisting is governed by:

• SEBI (Delisting of Equity Shares) Regulations, 2021

• SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

These regulations aim to:

• Protect minority shareholders

• Ensure transparency

• Prevent unfair pricing

• Mandate independent valuation

The framework ensures that public shareholders are given a fair exit opportunity.

What This Means for Shareholders

For public shareholders of Nitin Castings Limited, this announcement is highly significant.

Here’s what it means:

1. Minimum Offer Benchmark: ₹273.36 per share is the minimum starting point.

2. Opportunity to Participate: Shareholders can tender shares during the reverse book building process.

3. Price Discovery Mechanism: The final price may be higher depending on shareholder bids.

4. Risk of Non-Completion: If the acquirers do not accept the discovered price, the delisting may not proceed.

Investors should carefully evaluate:

• Current market price

• Floor price difference

• Future prospects of the company

• Liquidity impact post-delisting

Market Reaction and Investor Sentiment

Delisting announcements often trigger strong market reactions.

If the floor price is significantly above the prevailing market price, investors may see an opportunity for gains. However, if the market price is already close to or above the floor price, expectations may shift toward a higher discovered price.

Investor sentiment typically depends on:

• Historical financial performance

• Promoter credibility

• Industry outlook

• Expected final discovered price

Importance of Transparent Valuation

The use of two independent registered valuers enhances credibility and transparency.

By selecting the higher valuation, the acquirers have complied with regulatory norms and demonstrated procedural adherence.

Such measures strengthen investor confidence in the fairness of the process.

Broader Implications of Delisting

Companies choose to delist for several reasons, including:

• Greater operational flexibility

• Reduced compliance burden

• Long-term restructuring plans

• Strategic realignment

For promoters, delisting allows them to take full control without public market pressures.

For shareholders, it provides an exit opportunity but also ends the possibility of future public market participation.

What Happens Next?

The next steps in the process may include:

1. Board approval

2. Detailed public announcement

3. Dispatch of letter of offer

4. Reverse book building window

5. Price discovery

6. Settlement and payment

Shareholders are advised to monitor official stock exchange announcements for timelines and procedural details.

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