Acquirers launch ₹2.50 open offer for Cubical Financial
Mr. Manoj Agrawal and Mr. Amit Kumar Saraogi have announced an open offer to buy 26% of Cubical Financial Services Limited at ₹2.50 per share. The offer follows a share purchase agreement and a proposed preferential allotment, with the tendering period set for July 2026.
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Mr. Manoj Agrawal and Mr. Amit Kumar Saraogi have initiated a mandatory open offer to acquire up to 3,77,44,200 fully paid-up equity shares of Cubical Financial Services Limited , representing 26% of the emerging equity and voting share capital. The offer price is fixed at ₹2.50 per equity share, payable in cash. Corporate Makers Capital Limited has been appointed as the manager to the offer.
Background of the Offer
The open offer is pursuant to a Share Purchase Agreement (SPA) entered into on May 15, 2026, with the existing promoters, Mr. Ashwani Kumar Gupta and Mrs. Rita Gupta. Under the SPA, the acquirers are purchasing 2,00,75,137 equity shares, representing 13.83% of the emerging equity and voting share capital, at a price of ₹2.05 per share. Additionally, the board of directors of the target company has approved a preferential allotment of up to 8,00,00,000 equity shares to the acquirers and their persons acting in concert (PACs) at an issue price of ₹2.50 per share.
Offer Details
The open offer is being made to all public shareholders of the target company, excluding the existing promoter group, the acquirers, and the proposed allottees in the preferential issue. The offer is not conditional upon any minimum level of acceptance. Upon completion of the offer formalities, the existing promoters will cease to hold any equity shares and will be reclassified from the "Promoter and Promoter Group" to the "Public Category".
Financial Information
For the financial year ended March 31, 2026, the target company reported a total revenue of ₹130.59 lakh and a net income of ₹17.43 lakh. The net worth stood at ₹1,527.48 lakh. The table below summarizes the key financial metrics for the past three years.
| Particulars (In Lakhs) | March 31, 2026 | March 31, 2025 | March 31, 2024 |
|---|---|---|---|
| Revenue from Operations | 130.59 | 241.99 | 273.23 |
| Total Revenue | 130.59 | 241.99 | 273.45 |
| Net Income | 17.43 | 37.54 | 115.87 |
| EPS (₹) (Basic & Diluted) | 0.03 | 0.06 | 0.18 |
| Net worth/ Shareholder's Fund | 1,527.48 | 1,509.84 | 1,472.66 |
Offer Price Justification
The offer price of ₹2.50 per share has been determined in accordance with Regulation 8(2) of the SEBI (SAST) Regulations. It is the highest of the negotiated price under the SPA (₹2.05), the price payable under the proposed preferential issue (₹2.44), and the volume-weighted average market price of the shares for the 60 trading days preceding the public announcement date (₹2.18).
Statutory Approvals and Schedule
The completion of the offer is subject to prior approval from the Reserve Bank of India and in-principal approval from the stock exchange regarding the proposed preferential issue. The tendering period for the open offer is scheduled to commence on July 9, 2026, and close on July 22, 2026.
Historical Stock Returns for Cubical Financial Service
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -0.86% | -8.51% | +70.30% | +13.53% | +58.53% | +151.09% |
How might the new acquirers, Manoj Agrawal and Amit Kumar Saraogi, restructure Cubical Financial Services' business model to reverse the declining revenue trend from ₹273 lakh in FY2024 to ₹130 lakh in FY2026?
What strategic rationale could be behind the large preferential allotment of 8 crore shares, and how will the resulting dilution impact minority shareholders' long-term value?
Given the pending RBI approval requirement, what regulatory risks or conditions could potentially delay or derail the completion of this acquisition?
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