Sammaan Capital has witnessed major corporate developments with Avenir Investment RSC Ltd completing a substantial acquisition and subsequently receiving a Citigroup open offer letter. The transaction, executed on March 31, 2026, represents one of the significant stake acquisitions in the company, positioning Avenir Investment as a major stakeholder with substantial voting rights and potential ownership expansion through warrants.

Citigroup Open Offer Development

Following the completion of Avenir Investment's acquisition, Sammaan Capital has received an offer letter from Citigroup for an open offer. The open offer structure targets the acquisition of additional shares from existing shareholders as part of the regulatory compliance process.

Regulatory Disclosure Filing

Avenir Investment RSC Ltd filed a disclosure under Regulation 18(6) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 on April 02, 2026. The filing was submitted to BSE Limited, National Stock Exchange of India Limited, and Sammaan Capital Limited, confirming the completion of the preferential allotment transaction.

Transaction Overview

The preferential allotment was structured under a comprehensive share subscription agreement dated October 02, 2025, between Avenir Investment RSC Ltd (the acquirer) and Sammaan Capital Limited. The transaction involved the issuance and allotment of multiple categories of securities on March 31, 2026.

Shareholding Structure and Impact

Prior to this acquisition, Avenir Investment RSC Ltd held no shares or voting rights in Sammaan Capital Limited. The regulatory disclosure confirms that the acquirer now holds 43.40% of the total share capital, calculated based on the current shareholding structure.

Regulatory Compliance and Future Implications

Under Regulation 22(2A) of SEBI (SAST) Regulations, the acquirer will not exercise voting rights related to the allotted equity shares and warrants until completion of the mandatory open offer. The securities are currently held in a separate share escrow account as required under SEBI regulations. Upon completion of the open offer, the securities held in escrow will be transferred to the acquirer's demat account, with the acquirer being classified as a 'Promoter' in accordance with applicable laws.

BlackRock Inc has submitted a mandatory disclosure to the Bombay Stock Exchange regarding a decrease in its shareholding percentage in Sammaan Capital Ltd, as required under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure was filed on April 3, 2026, by Eric Andruczyk, Director at BlackRock.

Shareholding Change Details

The regulatory filing reveals that BlackRock's shareholding in Sammaan Capital Ltd decreased from 7.76% to 5.53%, representing a reduction of 2.23 percentage points. This change was triggered by an allotment of equity shares by Sammaan Capital Ltd on April 1, 2026.

Impact of Equity Allotment

The decrease in BlackRock's percentage shareholding occurred despite maintaining the same absolute number of shares. The dilution resulted from Sammaan Capital Ltd's equity allotment, which increased the company's total share capital from 815,813,760 shares to 1,145,813,871 shares, representing an addition of 330,000,111 new shares.

Regulatory Compliance

BlackRock filed this disclosure as its aggregate holdings decreased by 2% from the previous disclosure, meeting the threshold requirement under Regulation 29(2). The filing confirms that BlackRock acts on behalf of discretionary management clients and does not belong to the promoter or promoter group of Sammaan Capital Ltd.

Share Structure Analysis

The disclosure indicates that BlackRock's entire holding consists of shares carrying voting rights, with no encumbrances, warrants, or convertible securities. Sammaan Capital Ltd is listed on both the Bombay Stock Exchange Limited and the National Stock Exchange of India Limited, ensuring broad market accessibility for the company's shares.