Description

Open offer by Prabhat Capital Investments Limited to acquire up to 26% stake in ESAAR (INDIA) LIMITED at Rs. 8.00 per share

Summary

Prabhat Capital Investments Limited has made an open offer to acquire up to 53,15,050 equity shares (26% stake) of ESAAR (INDIA) LIMITED at Rs. 8.00 per share pursuant to SEBI (SAST) Regulations 2011 for change in control. The offer is unconditional and not dependent on minimum acceptance levels.

Key Points

  • Acquirer: Prabhat Capital Investments Limited
  • Target: ESAAR (INDIA) LIMITED
  • Offer size: Up to 53,15,050 equity shares (26% of paid-up capital)
  • Offer price: Rs. 8.00 per share
  • Interest: 10% p.a. for delay in payment beyond scheduled date
  • Offer is unconditional and not subject to minimum acceptance
  • No competing offers exist as of offer date
  • Shareholders cannot withdraw acceptance during tendering period

Regulatory Changes

This offer is made pursuant to Regulation 4 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 for change in control of the target company.

Compliance Requirements

  • Shareholders must follow acceptance procedure outlined in Para 8 of Letter of Offer
  • Form of Acceptance must be submitted with required documents
  • Acquirer must complete acquisitions within 26 weeks from offer period expiry
  • Any price revision must be announced in newspapers before tendering period

Important Dates

  • Last date for price revision: Thursday, 28th August, 2025 (one working day before tendering period)
  • Completion deadline: Within 26 weeks from offer period expiry
  • Extensions may be granted by SEBI in extraordinary circumstances

Impact Assessment

This represents a significant corporate action involving change of control in ESAAR (INDIA) LIMITED. The open offer provides exit opportunity for existing shareholders at Rs. 8.00 per share. The unconditional nature and substantial 26% acquisition size indicates potential strategic investment or control acquisition by Prabhat Capital Investments Limited.

Impact Justification

Major corporate action involving change of control through open offer for 26% stake