South India Paper Mills516108Open offer announcement

Open offer to acquire up to 48,75,000 shares (26%) at ₹120 each; Letter of Offer received

The company has received a copy of the Letter of Offer dated 13th October, 2026 for an open offer to its shareholders by Nandini Modi and Kirit Modi along with Persons Acting in Concert.

By ScoutQuest · Wed 14 Oct 2026, 4:43 PM IST · 3 min read

26%Offer size as % of voting share capital

Offer size as % of voting share capital: 26%.

Offer Size: up to 48,75,000 fully paid-up shares = 26% of the voting share capital
Offer Price: ₹ 120/- per share in cash
Offer Period: Opens Thursday, 22 October, 2026; closes Wednesday, 04 November, 2026

What has been announced

The company has received a copy of the Letter of Offer dated 13th October, 2026 from Indcap Advisors Private Limited, the Manager to the Open Offer, on behalf of Nandini Modi and Kirit Modi (the Acquirers) and seven Persons Acting in Concert (PACs). This is an open offer to the public shareholders of the company.

Key terms of the offer

Up to 48,75,000 fully paid-up equity shares of face value Rs 10 each, representing 26% of the voting share capital of the company.
Offer price: ₹ 120/- per fully paid-up equity share, in cash.
The offer is for substantial acquisition of shares and voting rights accompanied with change in control.
It is not conditional on any minimum level of acceptance, and there is no differential pricing.
If the number of shares validly tendered is more than the offer size, acceptance will be on a proportionate basis, so not all tendered shares may be accepted.
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.
The marketable lot for the shares is 1.

Price reference

The BSE closing market price on October 12, 2026, the trading day immediately preceding the dispatch of the Letter of Offer, was ₹116.50 per share. The Letter of Offer states that the market price may at any time be higher or lower than the offer price and asks shareholders to compare the offer price with prevailing and historical market prices before deciding.

Tentative schedule

Offer opens on Thursday, October 22, 2026.
Offer closes on Wednesday, November 04, 2026.
Last date for upward revision of the offer price and/or offer size: Wednesday, October 21, 2026.
Last date for the committee of independent directors of the company to publish its recommendation: Monday, October 19, 2026.
Last date for communicating acceptance or rejection and completing payment of consideration, or returning shares: Thursday, November 19, 2026.

Points flagged as risks

Certain Acquirers and/or PACs, formerly shareholders of Horizon Packs Private Limited, had undertaken non-compete obligations in respect of that business in India valid until May 16, 2029. J K Paper Limited has raised objections to the underlying transaction and the open offer, alleging breach of these obligations. The Former HPPL Shareholders have not admitted the breach. If the dispute is unresolved, legal proceedings including injunctive relief may delay, restrict or prevent completion of the transaction and/or the offer, and the Acquirers may consider terminating the SPA and seeking withdrawal of the offer.
During Fiscal 2025-26, the Acquirers and PACs delayed disclosures required under Regulation 29(2) on 5 occasions, with the delay ranging from 157 days to 367 days; acceptance of these delayed compliances by the regulatory authorities has not been confirmed, and penalties or other action cannot be ruled out.
Shares once tendered cannot be withdrawn even if acceptance or payment is delayed, and a lien is marked on tendered shares, so they cannot be traded until the formalities are complete.
If payment is delayed beyond the 10th working day from the close of the tendering period, interest at 10% per annum is payable, subject to a possible waiver by SEBI.
After completion, if public shareholding falls below the minimum level required (at least 25%), the Acquirers and PACs undertake to take the necessary steps to restore compliance.

Who can participate

All eligible public shareholders, registered or unregistered, can tender their shares, except the parties to the share purchase agreement, the PACs and other promoter and promoter group members who are not parties to that agreement.

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