Open offer at ₹10.20 per share for 26% stake; promoter sale of 56.07% triggers mandatory offer
Open offer for up to 43,58,163 shares of Frontier Capital (26.00% of voting capital) at ₹10.20 per share in cash.
By ScoutQuest · · 2 min read
- Open Offer Size
- up to 43,58,163 shares (26.00% of voting capital)
- Open Offer Price
- ₹10.20 per share in cash
- Triggering Share Purchase Agreement
- 93,98,455 shares (56.07%) at ₹10 each; prior RBI approval needed as target is an NBFC
An open offer has been announced for the public shareholders of Frontier Capital Limited, a company listed on BSE.
What is being offered
- Up to 43,58,163 equity shares of face value ₹10 each are being sought, which is 26.00% of the total voting share capital of the company.
- The offer price is ₹10.20 per share, payable in cash.
- If the offer is fully accepted, the aggregate consideration payable to public shareholders would be ₹4,44,53,263.
- The offer is a mandatory offer under the SEBI (SAST) Regulations, made because the acquirers are acquiring control of the company.
The transaction that triggered the offer
- The acquirers, Mr. Prafful Agarwal and Mrs. Anupam Gupta, have entered into a Share Purchase Agreement dated October 13, 2026 with the promoters — Mr. Anirudh Bhuwalka and M/s. Inimitable Capital Finance Private Limited.
- Under that agreement, the acquirers have agreed to acquire 93,98,455 equity shares of face value ₹10 each, equal to 56.07% of the total voting share capital, at ₹10 per share — a total of ₹9,39,84,550.
- The sellers together held 93,98,455 shares (56.07%) before the transaction and will hold nil after it, and will relinquish control and management.
- Once the underlying transaction is completed, the acquirers will acquire control and become the promoters of the company.
How the acquirers' holding is expected to look
- Both acquirers hold nil shares in the company before the transaction.
- After the acquisition that triggered the open offer, Mr. Prafful Agarwal would hold 84,58,610 shares (50.46%) and Mrs. Anupam Gupta would hold 9,39,845 shares (5.61%).
- The company's total equity share capital is 1,67,62,163 shares of face value ₹10 each.
Points to keep in mind
- The target company is a Non-Banking Finance Company registered with the Reserve Bank of India, so the acquisition of shares and control is subject to the prior approval of RBI.
- The offer is not conditional on any minimum level of acceptance and is not a competitive bid.
- The acquirers have no intention to delist the equity shares pursuant to this open offer.
- The tendering period is 10 working days, and the actual dates will be given in the Letter of Offer.
- If the acquirers' shareholding after the open offer and the underlying transaction goes above 75% of the equity share capital, they will take steps within the timeline under the SCRR to meet the minimum public shareholding requirement.
- The Detailed Public Statement is to be published within 5 working days of this announcement.
The offer is made in cash and is open to public shareholders who are eligible to tender their shares.
Also from Frontier Capital
Detailed Public Statement: open offer for up to 43,58,163 shares at Rs. 10.20 per share
21 Oct 2026
Open offer for 26.00% of voting capital at ₹10.20 per share by two acquirers
21 Oct 2026
Board notes and approves execution of Share Purchase Agreement for 56.07% stake; open offer to follow
16 Oct 2026
More numbers
- Open offer size43,58,163
- Open offer size as % of voting share capital26.00%
- Offer price per equity share₹10.20/-
- Aggregate consideration payable to public shareholders on full subscription₹4,44,53,263/-
- Shares acquired under Share Purchase Agreement93,98,455
- Share Purchase Agreement stake as % of voting share capital56.07%
- Total consideration for shares acquired under Share Purchase Agreement₹9,39,84,550/-
- Total equity shares of the target company1,67,62,163
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