Open offer for ~23.42 lakh shares (26.00%) at Rs. 36.83 each, price raised from Rs. 23.85
Vivro Financial Services, manager to the offer, has published the pre-offer advertisement cum corrigendum for the mandatory open offer by RB International Holdings Ltd, Suyog Yogesh Desai and Nikita Suyog Desai.
By ScoutQuest · · 3 min read
- Offer Price per Share
- Rs. 36.83 per share (including Rs. 12.98 compensatory interest), revised up from Rs. 23.85
- Offer Size
- Up to ~23.42 lakh equity shares, 26.00% of the capital
- Total Consideration
- Rs. 8,62,66,724.85 at full acceptance, payable in cash
An open offer is a public invitation to existing shareholders to sell their shares at a stated price. This update is the pre-offer advertisement cum corrigendum issued by Vivro Financial Services, the manager to the offer, on behalf of the acquirers.
What is being offered
- Up to ~23.42 lakh equity shares, representing 26.00% of the equity share capital of the target company, from public shareholders.
- Offer price of Rs. 36.83 per equity share, payable in cash, which includes compensatory interest of Rs. 12.98 per equity share.
- Assuming full acceptance, total consideration is Rs. 8,62,66,724.85.
- The price was revised upward from Rs. 23.85 per equity share.
Who is buying
- RB International Holdings Limited (Acquirer 1), Suyog Yogesh Desai (Acquirer 2) and Nikita Suyog Desai (Acquirer 3).
- It is a mandatory offer under Regulations 3(1) and 4 of the SEBI (SAST) Regulations, and is not conditional on any minimum level of acceptance. There is no competing offer.
Why the price went up
- Certain historical acquisitions of shares by the sellers in FY 2019-20 and FY 2021-22 had triggered mandatory open offer obligations at the time, which the sellers did not make.
- SEBI directed the acquirers to pay compensatory interest at 10% p.a., calculated on the higher historical acquisition price paid by one of the sellers, up to the expected payment date, and to revise the offer price.
- SEBI may initiate suitable action against the sellers for that earlier non-compliance.
The timetable
- Identified date: October 09, 2026.
- Tendering period: October 26, 2026 to November 06, 2026.
- Last date for communicating acceptance or rejection and completing payment for accepted tenders: November 23, 2026.
Money set aside
- A cash deposit of 2,20,60,500 has been placed in an escrow account with Axis Bank, stated to be more than 25% of the total consideration payable assuming full acceptance. A chartered accountant has certified that firm financial arrangements are in place.
Independent directors' view
- The committee of independent directors approved its recommendation on October 20, 2026 and published it on October 22, 2026. It is of the opinion that the offer price is fair and reasonable. Public shareholders are advised to evaluate the offer independently.
Other points to note
- The shares are placed under the Enhanced Surveillance Measure (ESM) – stage 0. Trading may be restricted to specific periodic call auction windows, with transaction caps and higher margin requirements.
- Exchange penalties were paid for delay in submitting financial results for two quarters, and details are set out in the update.
- The acquirers state that their objective is to hold a substantial stake in and control over the company, and that they intend to continue and develop its existing lines of business. After the offer they may review operations, cost structure, customer and supplier arrangements, internal controls, borrowings and liquidity position, and may take measures to improve operating efficiency, rationalise costs, strengthen margins and revive the business.
How shareholders can tender
- Holders of shares in dematerialised form transfer them to the escrow demat account in off-market mode through their selling broker.
- Holders of shares in physical form approach their selling broker with the complete set of relevant documents.
- The letter of offer and form of acceptance are available on the SEBI, BSE and manager to the offer websites, and from the registrar to the offer.
Also from RR MetalMakers India
Independent directors: open offer price of Rs. 36.83 per share appears fair and reasonable
22 Oct 2026
Committee of Independent Directors: open offer price of ₹36.83 per share appears fair and reasonable
20 Oct 2026
Letter of Offer received for open offer of up to 23,42,295 shares at ₹ 36.83 each
19 Oct 2026
More numbers
- Offer price per equity shareRs. 36.83
- Compensatory interest per equity shareRs. 12.98
- Previous offer price per equity shareRs. 23.85
- Equity shares sought in the open offer23,42,295
- Share of equity share capital26.00%
- Total consideration assuming full acceptanceRs. 8,62,66,724.85
- Cash deposit in escrow account2,20,60,500
- Rate of compensatory interest10% p.a.
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