Batliboi Ltd completed the acquisition of 80% equity shares in Penta Automation System Private Limited on July 3, 2026. The transaction was finalized in accordance with the terms and conditions of the Share Purchase Agreement(s), marking the closing date of the deal. Consequently, Penta Automation System Private Limited has become a subsidiary of Batliboi Limited.

As part of the transaction, Pats Robotics Private Limited (PATs), a group company of Penta, was acquired by Penta as its wholly-owned subsidiary on the closing date. This development results in PATs becoming an indirect subsidiary of Batliboi Limited. The company had initially informed the stock exchanges regarding the proposed acquisition on June 23, 2026.

The disclosure was made to the stock exchanges under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The specific details required under the regulation were previously disclosed in the earlier intimation dated June 23, 2026. This current communication serves to formally notify the exchanges regarding the successful completion of the acquisition process.

Transaction Details

The acquisition expands Batliboi Limited's operational footprint through the addition of Penta and its group entity. The completion of the share purchase agreement aligns with the company's strategic objectives communicated in the prior regulatory filing.

Batliboi Ltd has approved the acquisition of 100% of the equity share capital of Penta Automation Systems Private Limited and its group company Pats Robotics Private Limited for an aggregate equity value of approximately ₹19.8 crore. The Board of Directors approved the proposal on June 23, 2026, enabling the company to enter the industrial automation and robotics integration space. This strategic move is expected to diversify Batliboi's business portfolio and create long-term value for stakeholders by expanding into a complementary sector.

The acquisition will be executed through a mix of upfront and deferred payments. An initial purchase consideration of ₹15.84 crore, representing 80% of the equity, is payable at closing. The remaining 20% will be acquired via a deferred consideration of ₹3.96 crore, payable in five equal annual instalments starting from April 1, 2027. The transaction involves purchasing shares from existing shareholders Manders Industries B.V. (Netherlands), which holds a 49% stake, and the company's founders, Mr. Dharmesh Mistry and Ms. Avani Mistry, who collectively hold the remaining 51% stake. The transaction is not a related party transaction and is conducted at arm’s length.

Penta Automation Systems and its group company Pats Robotics Private Limited provide customised industrial automation solutions. For the financial year 2025-26, Penta Group reported revenue from operations of ₹25.17 crore. Penta (standalone) contributed ₹21.56 crore, while Pats Robotics contributed ₹3.61 crore. Pats Robotics will be acquired by Penta prior to closing, making it an indirect wholly-owned subsidiary of Batliboi. Additionally, ₹0.2 crore will be funded by Batliboi to Penta for the acquisition of Pats Robotics.

Financials of Target Entities

The following table details the revenue from operations for Penta and Pats Robotics over the last three financial years:

Transaction Structure

The deal entails the acquisition of 10,94,200 equity shares at a price of ₹180.98 per share (face value ₹10 each). Upon closing, Penta will become a subsidiary of Batliboi, and upon discharge of the deferred consideration, it will become a wholly-owned subsidiary. The transaction is expected to close on or before July 31, 2026, subject to the satisfaction of conditions precedent. Mr. Dharmesh Mistry and Ms. Avani Mistry will continue to be employed by Penta for the five-year period of the deferred consideration.