SPSouth India Paper Mills516108Open offer announcement

Open offer for up to 26% at ₹120 per share; opens Oct 22, 2026, closes Nov 4, 2026

Open offer by Nandini Modi and Kirit Modi along with 7 persons acting in concert.

By ScoutQuest · Wed 14 Oct 2026, 7:55 AM IST · 3 min read

Offer Size

Up to 48,75,000 equity shares = 26% of voting share capital

Offer Price

₹120/- per fully paid-up share, cash

Offer Period

Offer opens Oct 22, 2026; closes Nov 4, 2026

What has been announced

• Nandini Modi and Kirit Modi, described as the Acquirers, along with seven persons acting in concert (PACs), have announced an open offer to the public shareholders of the company.
• It is a mandatory offer made under Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011 for substantial acquisition of shares and voting rights accompanied with change in control.
• The offer is not conditional upon any minimum level of acceptance. There is no differential pricing for the equity shares under the offer.
• The Acquirers and PACs state that as on the date of the Letter of Offer, no statutory approvals are required by them to complete the underlying transaction and this open offer.

Offer size and price

• Up to 48,75,000 fully paid-up equity shares, representing 26% of the voting share capital of the company.
• Offer price: ₹ 120/- per equity share, payable in cash.
• Face value of the equity shares is Rs.10/- each.
• The marketable lot for the shares is 1 share.
• The equity shares of the company are listed on BSE Limited. As on October 12, 2026, the closing market price on BSE was ₹116.50 per equity share.

Key dates

• Offer opens: Thursday, October 22, 2026
• Offer closes: Wednesday, November 04, 2026
• Last date for upward revision of the Offer Price and/or Offer Size: Wednesday, October 21, 2026
• Last date for communicating rejection/acceptance and completing payment of consideration or returning shares: Thursday, November 19, 2026

If more shares are tendered than the offer size

• Acceptance would be determined on a proportionate basis, subject to acquisition of a maximum of 48,75,000 equity shares. There is no certainty that all shares tendered will be accepted.
• Unaccepted shares will be returned to public shareholders as per the schedule of activities.
• Shares once tendered cannot be withdrawn, even if acceptance or payment of consideration is delayed; a lien is marked on shares tendered until the formalities are completed.
• Upon finalisation of entitlement, only the accepted quantity is debited from the demat account, and the lien on unaccepted shares is released.
• The Acquirers and PACs reserve the right to revise the Offer Price and/or Offer Size upwards at any time prior to the commencement of the last 1 working day before the tendering period begins.

Points disclosed in the risk factors

• Certain Acquirers and/or PACs, described as the Former HPPL Shareholders, were previously shareholders of Horizon Packs Private Limited. Under a Share Purchase and Shareholders' Agreement dated November 21, 2022, they transferred their entire shareholding in that company to J K Paper Limited and undertook non-compete obligations in respect of that business in India, valid until May 16, 2029.
• J K Paper Limited, by its letter dated August 25, 2026, raised objections to the underlying transaction and the open offer, alleging breach of those non-compete obligations. The Former HPPL Shareholders have not admitted the breach and are taking appropriate steps, including seeking legal advice.
• If the dispute remains unresolved, J K Paper Limited may initiate legal proceedings, including seeking injunctive relief, which may delay, restrict or prevent completion of the underlying transaction and/or the open offer.
• During Fiscal 2025-26, the Acquirers and PACs delayed making disclosures required under Regulation 29(2) of the SEBI (SAST) Regulations, 2011 on 5 (five) occasions, with the delay ranging from 157 days to 367 days.
• If payment to accepting public shareholders is delayed for reasons other than delay in receipt of statutory approval, interest at 10% per annum is payable for the period of delay.
• The company is required to maintain at least 25% public shareholding on a continuous basis for listing; the Acquirers and PACs have undertaken to take necessary steps to facilitate compliance if the public shareholding falls below this level after the open offer.

Who is running the offer

• Manager to the open offer: Indcap Advisors Private Limited
• Registrar to the open offer: KFin Technologies Limited
• The Acquirers and PACs are required to complete the acquisitions contracted under the Share Purchase Agreement dated August 18, 2026 not later than 26 weeks from the expiry of the offer period, subject to any extension granted.

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