Nitin Castings Limited voluntary delisting offer from BSE Limited has failed after the promoters rejected the discovered exit price. Navigant Corporate Advisors Limited, the manager to the delisting offer, issued a Post Offer Public Announcement on August 13, 2026, confirming that the acquirers found the discovered price unacceptable. Consequently, the equity shares of the company will continue to remain listed on the BSE, and no final application for delisting will be made.

The reverse book building process concluded on August 11, 2026, with a discovered price of ₹300 per equity share. This price was determined based on 7,53,984 equity shares received through 9 successful bids within the price range of ₹273.36 (floor price) to ₹300. While this outcome initially met the regulatory requirement for promoter shareholding to exceed 90% of remaining public shares, the acquirers were not bound to accept the discovered price under Regulation 22 of the SEBI (Delisting of Equity Shares) Regulations, 2021, as it was higher than the floor price. The acquirers communicated their rejection on August 12, 2026.

Delisting Offer Metrics

A total of 9,08,978 equity shares were validly tendered by public shareholders through 181 bids. These bids ranged from the floor price of ₹273.36 up to ₹1,299.00 per share. All bids were in demat form. While 1,54,994 shares across 172 bids were placed above the discovered price and were not considered for acceptance at that level, the primary reason for the failure was the promoters' rejection of the ₹300 valuation rather than a lack of tendered volume.

Regulatory Implications and Next Steps

Pursuant to Regulation 23(1)(b) of the SEBI Delisting Regulations, the delisting offer is deemed to have failed. The lien marked on the equity shares offered or tendered will be released by the Clearing Corporation on August 13, 2026. Under Regulation 23(2)(c), the acquirers are prohibited from making another delisting offer for the equity shares of Nitin Castings until the expiry of six months from the date of this Post Offer Public Announcement.

The manager to the offer also noted receiving one written representation and two complaints via the SCORES portal regarding the computation of the 90% threshold and the determination of the discovered price. However, these representations have become infructuous due to the failure of the offer. MUFG Intime India Private Limited served as the registrar to the delisting offer.

The Committee of Independent Directors (IDC) of Nitin Castings Limited has reviewed and recommended the voluntary delisting offer made by its promoter group, paving the way for public shareholders to exit at a floor price of ₹273.36 per equity share. The acquirers — Mr. Nirmal B. Kedia, Mr. Nitin S. Kedia, and M/s. Citrus Castings Private Limited — aim to acquire up to 14,70,894 shares, representing 28.61% of the paid-up capital held by public shareholders. This recommendation, finalized on August 1, 2026, ensures that the exit price will be determined through a reverse book-building process, offering public investors a fair valuation based on market discovery rather than a fixed price.

The IDC’s decision follows a comprehensive review of the Delisting Offer in accordance with Regulation 28 of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021. The committee, comprising Chintan Tarun Rambhia (Chairman), Preethi Anand, and Meghna Makda, unanimously approved the recommendation after assessing the fairness and reasonableness of the offer. Copies of the recommendation were furnished to BSE Limited and Navigant Corporate Advisors Limited, the Manager to the Delisting Offer, on August 3, 2026, alongside publications in newspapers including Financial Express, Jansatta, and Pratahkal.

Key Offer Details and Timeline

The delisting process will be executed via the Acquisition Window Facility on BSE. Public shareholders may tender their shares at or above the floor price of ₹273.36. The final exit price will be determined by the discovered price during the bid period, subject to acquirer acceptance or counter-offer mechanisms under SEBI regulations.

Financial Context and Valuation

The floor price of ₹273.36 was determined by independent registered valuer Mr. Bhavesh M. Rathod, reflecting the highest value among applicable parameters for infrequently traded shares. This valuation exceeds the adjusted book value of ₹210.03 per share. Nitin Castings reported a net profit after tax of ₹1,062.94 lakh for FY26, down from ₹1,241.21 lakh in FY25. Revenue from operations stood at ₹14,708.69 lakh in FY26, compared to ₹15,057.38 lakh in FY25. The company’s net worth increased to ₹9,173.03 lakh as of March 31, 2026.

Process for Shareholders

Public shareholders holding dematerialized shares must tender bids through their registered stock brokers during normal trading hours. Physical shareholders must submit original share certificates and transfer deeds to the Registrar to the Offer, MUFG Intime India Private Limited, before the bid closing date. Bids can be revised upwards or withdrawn until August 10, 2026; downward revisions are not permitted. If the discovered price is accepted, payment is proposed for August 13, 2026; if higher, payment is scheduled for August 20, 2026.