Jagsonpal Pharmaceuticals Limited has formally initiated its equity share buyback process, with the offer opening on Friday, May 08, 2026, and closing on Thursday, May 14, 2026. The company completed the electronic dispatch of its Letter of Offer dated May 06, 2026, along with the tender form and share transfer form, to all eligible shareholders holding equity shares as on the record date of Monday, May 04, 2026. The dispatch was carried out in accordance with the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, and other applicable circulars and notifications. An offer opening advertisement dated May 06, 2026, confirming the completion of dispatch and providing details of key timelines and entitlement ratios for eligible shareholders, was published on May 07, 2026 in select newspapers.

Buyback Schedule

The key timelines for the buyback process are outlined below. Eligible shareholders are required to submit completed tender forms and other specified documents to the Registrar to the Buyback no later than 5:00 PM (IST) on the closing date.

Offer Opening Advertisement

The offer opening advertisement was published on May 07, 2026 in the following newspapers:

Shareholder Entitlement Ratio

The buyback entitlement ratio has been established for eligible shareholders across two categories. The entitlement ratios are indicative, and any computation using the stated ratios may result in a slightly different number than the actual entitlement due to rounding-off.

The actual buyback entitlement factor for small shareholders under the reserved category is 7.37977828968604%, and for shareholders under the general category it is 7.37974949279410%.

Access to Letter of Offer

The Letter of Offer is available on the websites of multiple regulatory and institutional stakeholders. Eligible shareholders who have not received the electronic copy may request a physical copy, which will be dispatched by registered post, speed post, or courier in accordance with Regulation 9(ii) of the Buyback Regulations. The Letter of Offer can be accessed at the following platforms:

• SEBI: www.sebi.gov.in
• BSE Limited: www.bseindia.com
• National Stock Exchange of India Limited: www.nseindia.com
• Company Website: www.jagsonpal.com
• Manager to the Buyback: www.centrumbroking.com
• Registrar to the Buyback: www.mcgregors.com

The buyback offer was signed off by Mr. Pratham Rawal, Company Secretary & Compliance Officer (Membership No.: ACS 58517), on behalf of the Board of Directors of Jagsonpal Pharmaceuticals Limited, from Gurugram, dated May 06, 2026.

Jagsonpal Pharmaceuticals Limited has launched a buyback offer for up to 16,00,000 fully paid-up equity shares of face value ₹2 each at ₹250 per share, aggregating to ₹40,00,00,000 (Rupees Forty Crores only), excluding transaction costs. The Board of Directors approved the proposal on March 12, 2026, and shareholders approved it through postal ballot, with results declared on April 27, 2026. The Letter of Offer dated May 06, 2026 has been dispatched to eligible shareholders holding equity shares as on the record date of May 04, 2026.

Buyback Schedule and Key Dates

The buyback is being executed through the tender offer route on a proportionate basis via the stock exchange mechanism, with BSE designated as the stock exchange for the buyback. The following table summarises the key activity schedule:

Buyback Details and Entitlement

The buyback represents 2.38% of the total number of equity shares in the paid-up share capital as on the record date, and 18.35% of the aggregate of fully paid-up equity share capital and free reserves as per the audited financial statements for the year ended March 31, 2025. The buyback size is within the statutory limit of 25% prescribed under Section 68(2)(c) of the Companies Act and Regulation 4 of the Buyback Regulations.

Eligible shareholders are divided into two categories — the Reserved Category for Small Shareholders and the General Category for all other eligible shareholders. A small shareholder is defined as one holding equity shares of market value not more than ₹2,00,000 on the basis of closing price on the record date. As on the record date, the closing price on NSE was ₹212.87 per equity share; accordingly, all eligible shareholders holding not more than 939 equity shares are classified as small shareholders. The buyback entitlement ratio for both categories is as follows:

The actual buyback entitlement factor for small shareholders under the Reserved Category is 7.37977828968604% and for other shareholders under the General Category is 7.37974949279410%. A total of 2,40,975 equity shares have been reserved for the Reserved Category, with the remaining 13,59,025 equity shares forming the General Category.

Shareholding and Promoter Participation

The promoters and promoter group, holding 67.71% (4,54,58,210 equity shares) of the total equity shares as on the record date, have confirmed they will not participate in the buyback. Assuming full acceptance from all eligible shareholders up to their entitlement, the aggregate promoter and promoter group shareholding is expected to increase to 69.36% post-buyback, while public shareholding would decrease to 30.64% from 32.29%. The buyback will not result in any change in control or management structure of the company.

The following table presents the salient financial parameters consequent to the buyback, based on the audited financial statements for the year ended March 31, 2026:

Financial Position and Funding

The funds for the buyback will be sourced from the company's free reserves, securities premium account, and internal accruals. Jagsonpal Pharmaceuticals is a debt-free entity. The company has generated over ₹197 crores in free cash (before taxes, dividends, and acquisitions) during the period from Financial Year 2023 to Financial Year 2025, of which ₹26 crores were distributed as dividends, ₹94 crores were deployed toward acquisitions, and the remaining ₹77 crores were retained for future growth. As of March 31, 2026, the company reported free cash of ₹191 crores, including ₹45 crores generated during the period from April 1, 2025 to March 31, 2026. In accordance with the Buyback Regulations, the company has deposited ₹10,00,00,000 (Rupees Ten Crores Only), representing 25% of the buyback offer size, in a cash escrow account with ICICI Bank Limited on April 30, 2026.

The buyback is expected to improve return on equity by reducing the equity base, enhance earnings per share, and lead to approximately 400 basis points improvement in Return on Capital Employed (ROCE). The total paid-up share capital of the company as on the record date is ₹13,42,78,300, consisting of 6,71,39,150 equity shares of ₹2 each. Post-buyback (assuming full acceptance), the paid-up capital will reduce to ₹13,10,78,300, consisting of 6,55,39,150 equity shares.

Key Financial Performance

The company's financial results for the last three financial years, as extracted from audited standalone financial statements, are presented below:

Key Appointments and Intermediaries

Centrum Broking Limited (as successor to the Merchant Banking Business of Centrum Capital Limited) has been appointed as Manager to the Buyback, and MCS Share Transfer Agent Limited has been appointed as Registrar to the Buyback. A Buyback Committee comprising Mr. Debasis Nandy, Mr. Manish Gupta, and Mr. Prithipal Singh Kochhar has been constituted to oversee implementation. Mr. Pratham Rawal, Company Secretary, has been designated as the Compliance Officer for the buyback. Eligible shareholders with queries may contact the Registrar, MCS Share Transfer Agent Limited, at 179-180, 3rd Floor DSIDC Shed, Okhla Industrial Area, Phase-I, New Delhi, Delhi – 110020, or the Compliance Officer at the company's corporate office in Gurugram.

Source: None/Company/INE048B01035/84ffda18ffc546ca.pdf