Frontier Capital508980Open offer announcement

Open offer for up to 26% at Rs. 10.20 a share; promoters to sell their entire 56.07% stake

Open offer by Mr. Prafful Agarwal and Mrs. Anupam Gupta to buy up to 43,58,163 shares (26.00%) of Frontier Capital at Rs. 10.20 each, in cash.

By ScoutQuest · Tue 13 Oct 2026, 6:38 PM IST · 3 min read

56.07%Share Purchase Agreement stake as % of total voting share capital

Share Purchase Agreement stake as % of total voting share capital: 56.07%.

Open Offer Price: Rs. 10.20 per share, in cash
Open Offer Size: up to 43,58,163 shares (26.00%)
Share Purchase Agreement Stake and Consideration: 93,98,455 shares (56.07%) at Rs. 10 each, for Rs. 9,39,84,550

An open offer, in plain terms

An open offer is a window for existing public shareholders to sell their shares to the acquirers at a fixed price. Here Mr. Prafful Agarwal and Mrs. Anupam Gupta have announced a mandatory open offer to acquire up to 43,58,163 fully paid-up equity shares of Frontier Capital Limited, being 26.00% of its total voting share capital, at Rs. 10.20 per share, payable in cash.

What triggered it

The acquirers have executed a Share Purchase Agreement dated October 13, 2026 with the promoter sellers, Mr. Anirudh Bhuwalka and M/s. Inimitable Capital Finance Private Limited.
Under that agreement they have agreed to acquire 93,98,455 equity shares, or 56.07% of the voting share capital.
The agreed price for that purchase is Rs. 10 per equity share, with total consideration of Rs. 9,39,84,550.
Buying a stake of this size along with control of the company brings with it the obligation to give public shareholders a similar exit.

Offer at a glance

Offer size: up to 43,58,163 shares, being 26.00% of the voting share capital.
Offer price: Rs. 10.20 per share, in cash.
Total payout if the offer is fully subscribed: Rs. 4,44,53,263.
Not conditional on any minimum number of shares being tendered.
Not a competitive bid.
The acquirers have no intention to delist the shares.
The shares are frequently traded on BSE Limited.

Who is buying, who is selling

Both acquirers held no shares in the company before this transaction. The public announcement also sets out their proposed shareholding after the acquisition that triggered the offer. The two promoter sellers together hold 93,98,455 shares (56.07%), and after completion of the transaction they will hold no shares of the company. They will relinquish control and management of the company in favour of the acquirers and be declassified from the promoter category; the acquirers will become promoters.

What the offer depends on

The company is a Non-Banking Finance Company registered with the RBI, so the acquisition of shares and control is subject to the prior approval of the RBI.
The transaction is subject to the required statutory approvals and to conditions precedent specified in the Share Purchase Agreement.
The acquirers state that they have adequate financial resources and have made firm financial arrangements for the offer shares.
If the acquirers' shareholding after the open offer and the underlying transaction exceeds the limit set under the Securities Contract (Regulation) Rules, 1957, they will take steps within the prescribed timeline to meet the minimum public shareholding requirement.

Next steps

A Detailed Public Statement will be published in newspapers on or before Wednesday, October 21, 2026, and will be followed by the Letter of Offer. The tendering period dates will be given in the Letter of Offer, and shareholders who wish to exit can tender their shares then.

For an existing shareholder, the announcement places a firm cash price on the table for those who want to exit, and it also marks a change in who controls and manages the company.

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