Niks Technology acquirers have submitted the Draft Letter of Offer (DLOF) to SEBI on September 23, 2026, advancing the mandatory open offer to buy up to 23,16,964 equity shares from public shareholders at ₹136 per share. The Detailed Public Statement (DPS) was previously published on September 15, 2026, by Navigant Corporate Advisors Limited.

The offer represents 26.00% of the expanded equity share capital on a fully diluted basis. The total consideration for the open offer, assuming full acceptance, is ₹31,51,07,104. The filing of the DLOF marks the transition from public announcement to regulatory scrutiny, with SEBI comments expected by October 15, 2026.

Transaction Background

The open offer is triggered by a Share Purchase Agreement (SPA) dated September 8, 2026, wherein Nilesh Jayantilal Patel, Vishal Jayantilal Patel, and Bharatkumar Pravinchandra Keshrani acquired the entire promoter stake from Manish Dixit and others. The SPA involved 2,31,100 equity shares for a total consideration of ₹3,14,29,600.

Concurrently, the acquirers are undertaking a preferential allotment to increase their holding. The Board of Directors approved the issue of 65,73,600 equity shares and 18,37,800 convertible warrants. Of these, 25,73,400 equity shares are being allotted to the acquirers as consideration for acquiring shares of Dev Satya Infra Private Limited (DSIPL). The remaining 40,00,200 equity shares are issued to public category investors.

Offer Structure and Timeline

The acquirers will hold 46,42,300 shares post-preferential allotment, representing 52.09% of the expanded equity capital on a fully diluted basis after warrant conversion. The existing promoters will resign from the board and be reclassified as public shareholders.

The Draft Letter of Offer provides a detailed schedule of activities, confirming the tendering period remains November 3 to November 17, 2026. Key procedural dates include:

Financial Overview

Niks Technology Limited reported a revenue from operations of ₹689.71 lakh for FY26, down from ₹900.95 lakh in FY25. Net income fell to ₹20.38 lakh in FY26 compared to ₹45.05 lakh in FY25. Earnings per share stood at ₹4.08 in FY26 versus ₹10.12 in FY25. The company’s net worth increased to ₹644.40 lakh as on March 31, 2026.

The DLOF also discloses financials for the Selling Company, Dev Satya Infra Private Limited (DSIPL), which is being merged into the target via share swap. For the period ended March 31, 2026, DSIPL reported revenue from operations of ₹2,945.26 lakh and Profit After Tax of ₹248.96 lakh. The fair value of DSIPL was determined at ₹35,00,64,000, implying a value of ₹117.47 per share, while the target company's fair value was assessed at ₹135.36 per share by an independent valuer.

What the Numbers Show

The acquisition structure relies heavily on non-cash consideration for the acquirers’ initial entry. While the SPA for the promoter stake was settled in cash at ₹136 per share, the subsequent preferential allotment of 25.73 lakh shares to the acquirers is linked to the acquisition of DSIPL assets, indicating a strategic asset swap rather than pure cash investment for control. The open offer price matches the SPA and preferential issue price, ensuring uniform valuation across all transaction components.

A notable divergence exists between the valuations of the two entities involved in the swap. The acquirers are subscribing to Niks Technology shares at ₹136, which is higher than the independent valuer's assessment of the target company's fair value at ₹135.36. Conversely, the swap ratio implies that DSIPL shareholders are receiving Niks shares valued at ₹136 for assets valued at ₹117.47 per DSIPL share. This suggests the acquirers are effectively paying a premium for the listed platform status of Niks Technology, accepting a valuation slightly above the intrinsic value of the operating entity (DSIPL) to secure control over a listed SME entity.

Niks Technology has released the notice for its 12th Annual General Meeting, covering the financial year 2025-26. The filing serves as the formal communication to shareholders regarding the upcoming corporate governance event.

The notice details the structure of the meeting and includes standard corporate disclosures required for the annual assembly.

Document Contents

The filing encompasses several key sections necessary for the conduct of the AGM:

• Board of Directors
• Notice of AGM
• Directors' Report, including the Annual Report with Annexure
• Management Discussion and Analysis
• Independent Audit Report
• Standalone Financial Statements

As this is a procedural filing containing only the agenda and document indices, no financial performance metrics or operational data are disclosed in this specific release.