Tusaldah531301Open offer announcement

Open Offer for up to 37,83,000 shares at Rs. 20 per share triggered by proposed preferential issue

Open Offer announced for Tusaldah.

By ScoutQuest · Sat 26 Sep 2026, 8:44 AM IST · 2 min read

52.87%Acquirers' holding fully diluted

Acquirers' holding fully diluted: 52.87%.

Offer Size: up to 37,83,000 equity shares (26.00% of Expanded Equity & Voting Share Capital)
Offer Price: Rs. 20/- per equity share
Total Consideration: Rs. 7,56,60,000/- if fully accepted
Acquirers' Holding Post-Transaction: 45.03% of Emerging capital; 52.87% assuming full warrant conversion
EGM Date: 27 October 2026

What was announced

Navigant Corporate Advisors Limited, as Manager to the Offer, has issued a Public Announcement for an Open Offer to the public shareholders of Tusaldah Limited (formerly known as High Street Filatex Limited).

The Acquirers are Mr. Sandeep Jagdishprasad Agrawal (Acquirer-1) and Mrs. Anupriya Sandeep Agrawal (Acquirer-2).

Offer terms

Offer size: up to 37,83,000 fully paid-up equity shares of face value Rs. 10/- each
That is 26.00% of the Expanded Equity and Voting Share Capital
Offer Price: Rs. 20/- per equity share, determined under Regulation 8 including provisions for infrequently traded shares
Total consideration assuming full acceptance: Rs. 7,56,60,000/-
Entire consideration payable in cash
Triggered Offer under Regulations 3(1) and 3(2) of SEBI (SAST) Regulations, 2011
Not a competitive bid and not conditional on any minimum level of acceptance

What triggered it

The Board of the Target Company, at its meeting on Friday, 25 September 2026, approved a preferential issue of 58,56,570 fully paid-up equity shares of Rs. 10/- each at an issue price of Rs. 20/- per share.

29,09,299 equity shares proposed to the Acquirers (24,325 to Acquirer-1 and 28,84,974 to Acquirer-2), as consideration for the Target Company acquiring 5,98,000 equity shares of Tusaldah Ventures Private Limited from the Acquirers — consideration Rs. 581.86 lakh, other than cash
29,47,271 equity shares to public category investors at Rs. 20/- per share
40,00,000 warrants convertible into equity shares to the Acquirers (29,00,000 to Acquirer-1 and 11,00,000 to Acquirer-2) at Rs. 20/- per warrant, consideration Rs. 800.00 lakh in cash
23,50,000 convertible warrants to public category investors at Rs. 20/- per warrant

This is subject to approval of members and other regulatory approvals. Member consent is being sought through an EGM proposed to be held on October 27, 2026.

Capital structure referred to

Existing Share & Voting Capital: Rs. 2,34,34,300 divided into 23,43,430 equity shares of Rs. 10/- each
Emerging Equity & Voting Share Capital: 82,00,000 shares
Expanded Equity & Voting Share Capital: 1,45,50,000 shares, inclusive of 63,50,000 convertible warrants

Acquirers' shareholding

Pre-transaction: 7,83,164 shares, 33.42% of existing capital (Acquirer-1: 6,08,143 or 25.95%; Acquirer-2: 1,75,021 or 7.47%)
After the triggering acquisition: 36,92,463 shares, 45.03% of the Emerging capital
Assuming full conversion of warrants: 76,92,463 shares, 52.87% of the Expanded capital on a fully diluted basis

There is no Person Acting in Concert with the Acquirers, and there are no selling shareholders since the Offer arises from the proposed preferential issue.

Next step

The Detailed Public Statement is to be published on or before October 05, 2026. The shares are listed on BSE (scrip code 531301) and are infrequently traded in terms of Regulation 2(1)(j).

How to read it

An Open Offer gives public shareholders a chance to sell shares to the Acquirers at Rs. 20/- per share during the tendering period. The preferential issue would substantially enlarge the share count and bring in a new controlling group, with existing holdings diluted accordingly. Terms remain subject to member and regulatory approvals.

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