Oil Country Tubular Limited saw a shift in its promoter group shareholding as Kamineni Hospitals Private Limited acquired a 9.30% stake from United Steel Allied Industries Private Limited (USAIPL). The transaction, completed on September 28, 2026, involved the transfer of 52,25,161 equity shares.

The acquisition was executed under Regulation 10(1)(a)(iii) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, which provides an exemption from making an open offer for inter-se transfers among promoter group entities. The deal was structured as a debt settlement: USAIPL owed ₹36.30 crore to Kamineni Hospitals Private Limited, and the shares were transferred for ₹31.35 crore as part of a settlement agreement dated September 22, 2026.

Transaction Details

The filing confirms that all conditions prescribed under the SEBI SAST Regulations have been complied with. The disclosure was filed with the stock exchanges on September 21, 2026, prior to the completion of the transaction.

Shareholding Pattern Shift

The transaction significantly alters the holding pattern within the promoter group. USAIPL’s stake in Oil Country Tubular Limited reduced from 38.17% to 28.87%, while Kamineni Hospitals Private Limited moved from nil to 9.30% ownership.

What the Numbers Show

The transaction highlights a consolidation of control within the Kamineni family structure rather than an external entry. Five family members collectively hold 57.78% of the seller (USAIPL) and 70.98% of the acquirer (KHL). This high overlap in beneficial ownership justifies the regulatory exemption from an open offer, as the ultimate control remains with the same promoter group shareholders disclosed under Regulation 31 of the SEBI LODR Regulations.

Kamineni Hospitals Private Limited proposes to acquire 52,25,161 equity shares, representing 9.30% of the equity share capital of Oil Country Tubular Limited , from United Steel Allied Industries Private Limited.

The transaction, valued at ₹31.35 crore, is structured as an inter-se transfer under Regulation 10(5) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The acquisition price is set at ₹60.00 per fully paid-up equity share.

Transaction Rationale and Structure

The share transfer serves as partial settlement of a debt obligation. United Steel Allied Industries owes ₹36.30 crore to Kamineni Hospitals. As per the settlement agreement dated September 22, 2026, the proposed transfer covers ₹31.35 crore of this liability.

The acquisition is expected to be completed after September 25, 2026, following the expiry of four working days from the intimation date of September 21, 2026. The deal falls under Regulation 10(1)(a)(iii), exempting the acquirer from making an open offer.

Promoter Group Dynamics

Although Kamineni Hospitals is not directly named as a promoter entity of Oil Country Tubular in filed shareholding patterns, both entities are controlled by the same family group. Five family members collectively hold 57.78% of United Steel Allied Industries and 70.98% of Kamineni Hospitals.

These individuals are disclosed as promoter group shareholders of Oil Country Tubular under Regulation 31 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The common shareholders include Vasundhara Kamineni, Satyasree Kamineni, Ushasree Bandaru, Gayatri Devi Kamineni, and Bhargavi Kamineni.

Shareholding Impact

The transaction will reduce United Steel Allied Industries' holding from 38.17% (2,14,44,165 shares) to 28.87% (1,62,19,004 shares). Kamineni Hospitals will move from nil holding to 9.30%.

What the Numbers Show

The acquisition price of ₹60.00 per share represents a premium of approximately 1.23% over the volume-weighted average market price of ₹59.269 recorded over the preceding 60 trading days. This minimal premium suggests the valuation is closely aligned with recent market trading levels rather than reflecting a control premium typically seen in block deals.

Furthermore, the use of equity shares to settle a cash debt indicates a restructuring of balance sheet liabilities within the promoter group. By converting ₹31.35 crore of receivables into equity stakes, Kamineni Hospitals reduces its credit exposure to United Steel Allied Industries while consolidating its indirect influence over Oil Country Tubular.