Shilp Gravures Announces Open Offer to Acquire 26% Stake at ₹213 Per Share
Team Finance Saathi
12/Dec/2024

What's covered under the Article:
- Shilp Gravures offers ₹213 per share to acquire 26% of its equity share capital in an open offer.
- Aikyam Sampati Management LLP and Mr. Pranav Chandrakant Bhalara are the acquirers in the deal.
- The open offer follows a share purchase agreement and will change the promoter group of Shilp Gravures.
In a significant move within the Indian corporate landscape, Aikyam Sampati Management LLP and Mr. Pranav Chandrakant Bhalara have announced an open offer to acquire 15,98,948 fully paid-up equity shares of Shilp Gravures Limited (SHILGRAVQ). This acquisition represents a 26% stake in the company, with the offer price set at ₹213 per share. The open offer comes in accordance with the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SEBI (SAST) Regulations).
This acquisition is part of a larger transaction where the acquirers plan to gain substantial control over Shilp Gravures. As per the executed Share Purchase Agreement (SPA), Aikyam Sampati Management LLP and Mr. Bhalara have acquired 37,36,207 equity shares, which constitute 60.75% of the voting share capital of Shilp Gravures. The total consideration for this stake is estimated at ₹59.54 crore, to be paid in cash.
The details of the open offer include the offer price of ₹213 per share, aligning with the pricing regulations outlined by SEBI. The total consideration payable by the acquirers in the open offer, assuming full acceptance by public shareholders, will amount to approximately ₹34.05 crore. This open offer is a triggered transaction, following the execution of the SPA, which ensures the acquisition of both voting rights and control over Shilp Gravures by the acquirers.
In the aftermath of this transaction, Shilp Gravures will undergo a change in its promoter structure. The existing promoter shareholders, primarily those holding significant stakes, will cease to be promoters, and Aikyam Sampati Management LLP along with Mr. Bhalara will become the new promoters of the company. This move is subject to regulatory compliance under Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
As part of the procedural requirements, GYR Capital Advisors Private Limited has been appointed as the Manager to the Offer, responsible for overseeing the process in accordance with SEBI guidelines. This announcement also includes a provision for a Detailed Public Statement (DPS), which will be published in newspapers on or before December 19, 2024, providing further details of the open offer.
The acquirers have made firm financial arrangements to fund the acquisition, ensuring compliance with Regulation 25(1) of SEBI's takeover regulations. It is worth noting that while the offer price is ₹213 per share, the acquirers do not intend to delist the equity shares of Shilp Gravures from BSE Limited after completing the transaction. Therefore, the listed status of the company is expected to remain intact.
This open offer comes after a detailed analysis and negotiations between the acquirers and the sellers, who are primarily part of the existing promoter group of Shilp Gravures. The sellers include notable individuals such as Gajanan Vamanrao Bhavsar, Atul Manilal Vinchhi, Ambar Jayantilal Patel, and others who collectively hold a 60.75% stake in the company. Post-transaction, these stakeholders will exit as promoters, paving the way for the new acquirers to take control.
In conclusion, this acquisition marks a strategic move for Aikyam Sampati Management LLP and Mr. Bhalara to gain substantial influence over Shilp Gravures Limited, an important player in the Indian industry. The open offer reflects the growing trend of consolidation and control within the corporate sector, following stringent regulatory frameworks established by SEBI. Public shareholders of Shilp Gravures will now have the opportunity to tender their shares in the offer, with the final outcome shaping the future of the company and its market position.
This offer, along with the strategic direction of the acquirers, will likely play a significant role in the company's growth trajectory in the coming years.
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