Bal Pharma Limited has revised the pricing and payment terms for its proposed preferential issue of convertible warrants, raising the issue price to ₹84 per warrant from an earlier ₹81. The adjustment increases the total potential capital raise to ₹8.4 crore, which is designated to fund a greenfield Active Pharmaceutical Ingredients (API) manufacturing facility in Yadgiri, Karnataka. This strategic move aims to strengthen the company’s manufacturing capabilities and support long-term growth in the pharmaceutical sector, with shareholders currently voting on the matter via remote e-voting.

The corrigendum to the postal ballot notice, dated July 23, 2026, was issued following clarifications sought by the National Stock Exchange of India Limited (NSE) and BSE Limited under the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (SEBI ICDR Regulations). The remote e-voting process, which commenced on July 10, 2026, remains open until August 8, 2026, at 5:00 P.M. IST. Shareholders who have already voted may modify their votes by contacting the scrutinizer before the deadline.

Revised Pricing and Valuation

The new issue price of ₹84 per warrant includes a premium of ₹74 per warrant, aligning with regulatory requirements that mandate a minimum price based on valuation reports and trading volumes. An independent registered valuer, Mr. CA S. Bhaskar, determined the fair value using multiple approaches, with the market approach yielding the highest value of ₹83.869 per equity share. This figure also matched the 90-day volume-weighted average price on the NSE, establishing the regulatory floor price. The company opted for a slightly higher price of ₹84 to ensure compliance and reflect fair value.

Payment Terms and Conversion Structure

Consequent to the price revision, the payment structure for the 10,00,000 warrants has been adjusted. Warrant holders must pay 25% of the consideration, amounting to ₹21 per warrant, on the date of allotment. The remaining 75%, or ₹63 per warrant, is due before the conversion of warrants into equity shares. Each warrant is convertible into one equity share with a face value of ₹10. The conversion window extends up to 18 months from the date of allotment. Failure to convert within this period will result in the forfeiture of paid amounts and lapse of rights.

Project Details and Utilization of Proceeds

The proceeds from the warrant issue are exclusively allocated to the greenfield API manufacturing project at Yadgiri, Karnataka. Bal Pharma has already acquired approximately 5 acres of land through the Karnataka Industrial Areas Development Board (KIADB) and obtained prior environmental clearance from the Ministry of Environment, Forest and Climate Change (MoEF&CC). The total project cost is estimated at approximately ₹300 crore, with the ₹8.4 crore from this issue covering initial capital expenditures such as construction, machinery installation, and infrastructure development. The company intends to utilize the funds by December 31, 2027, pending phased receipt of proceeds upon warrant conversions.

Impact on Shareholding Pattern

Upon full conversion of the 10,00,000 warrants and 10,00,000 employee stock options, the promoter holding of Mr. Shailesh Siroya will increase from 17.24% to 20.89% of the total equity. The overall promoter group holding will remain stable at approximately 50.76% on a fully diluted basis. The company confirmed that there will be no change in management or control, and the transaction complies with SEBI’s Substantial Acquisition of Shares and Takeovers (SAST) Regulations.

Bal Pharma has called for a postal ballot to seek shareholder approval for the preferential allotment of 10,00,000 warrants to promoter Mr. Shailesh Siroya. The warrants, priced at ₹81 each including a premium of ₹71, aim to raise ₹8.10 crore to part-fund the commencement of a greenfield API manufacturing facility at Yadagiri, Karnataka. The company has already acquired 5 acres of land and obtained environmental clearance for the project.

The Board of Directors approved the proposal in its meeting held on May 27, 2026. The issue requires a special resolution from members pursuant to Sections 42 and 62(1)(c) of the Companies Act, 2013, and Chapter V of the SEBI (ICDR) Regulations. The "Relevant Date" for pricing purposes is July 09, 2026, with the determined price of ₹81 per warrant being higher than the minimum specified price of ₹80.14 computed under SEBI regulations.

Voting Schedule and Process

The company has engaged National Securities Depository Limited (NSDL) to facilitate remote e-voting. The voting period commences on July 10, 2026, at 09:00 A.M. IST and concludes on August 08, 2026, at 5:00 P.M. IST. The cut-off date for determining eligibility is July 03, 2026. Mr. Parameshwar Bhat, Practicing Company Secretary, has been appointed as the Scrutinizer to oversee the process.

The results of the postal ballot will be announced at the company's registered office on or before August 11, 2026. Shareholders holding shares in demat mode can vote through their depository participants or the NSDL e-Voting website, while those holding physical shares must use the NSDL e-Voting system.

Issue Terms and Shareholding Impact

Each warrant is convertible into one equity share of face value ₹10 within a period of 18 months from the date of allotment. The warrant holder must pay 25% of the consideration (₹20.25 per warrant) upon allotment and the balance 75% (₹60.75 per warrant) prior to conversion. If warrants are not converted within the stipulated 18-month period, the amount paid will be forfeited.

The preferential issue will increase the promoter holding. Mr. Shailesh Siroya's holding is expected to rise from 17.24% to 22.13% on a fully diluted basis. The total promoter holding, including bodies corporate and foreign promoters, will increase from 50.85% to 53.76%. The resulting equity shares will rank pari-passu with existing shares.

The warrants and the resulting equity shares will be subject to lock-in periods as specified under Regulation 167 of the SEBI ICDR Regulations. The company confirmed that neither the company nor its promoters or directors are willful defaulters or fugitive economic offenders.