Dhiren Chandulal Shah and Sunil Chinubhai Shah, alongside a group of persons acting in concert (PACs), have acquired 11,52,450 equity shares of Parmax Pharma in an off-market transaction. The acquisition, completed on August 13, 2026, raises the combined shareholding of the acquirers and PACs to 58.01% of the company’s total equity capital.

The shares were purchased from Alkesh Mahasukhlal Gopani, Vipul Mahasukhlal Gopani, and Pravina Mahasukh Gopani at a price of ₹35 per share. This transaction was executed pursuant to a Share Purchase Agreement (SPA) dated June 8, 2026. While the consideration has been paid, the shares are yet to be credited to the respective demat accounts of the buyers.

Acquisition Details

The acquisition involves two primary acquirers and ten persons acting in concert, as detailed in the Regulation 29(2) disclosure filed on August 14, 2026. Prior to this transaction, the group held 10,17,714 shares, representing 27.20% of the total share capital. The new infusion of 11,52,450 shares significantly consolidates control within the group.

The updated disclosure identifies five additional PACs not explicitly listed in the initial summary: Rupa Sunil Shah (PAC 5), Abhay Chinubhai Shah (PAC 8), Umang Alkesh Gosalia (PAC 9), and Meena Alkesh Gosalia (PAC 10). Notably, Abhay Chinubhai Shah holds a significant pre-existing stake of 2,49,394 shares (6.67%), while Meena Alkesh Gosalia holds 4,74,800 shares (12.69%).

Regulatory Disclosure

Sunil Chinubhai Shah submitted the disclosure to BSE Limited under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The filing confirms that all entities involved were previously disclosed in the Detailed Public Statement dated June 15, 2026, and the Letter of Offer dated July 21, 2026. The disclosure was signed by Sunil Chinubhai Shah on August 14, 2026.

What the Numbers Show

The transaction marks a substantial consolidation of ownership. By increasing their stake from 27.20% to 58.01%, the acquirer group has crossed the 50% threshold, establishing absolute majority control over Parmax Pharma. The uniform purchase price of ₹35 across all tranches suggests a pre-negotiated block deal structure rather than open-market accumulation, indicating a planned strategic shift in the company’s promoter landscape. The inclusion of family members such as Rupa Sunil Shah and Abhay Chinubhai Shah in the PAC group highlights a coordinated effort to consolidate voting power within the extended promoter circle.

Parmax Pharma Limited's mandatory open offer by acquirers Dhiren Chandulal Shah and Sunil Chinubhai Shah, along with ten persons acting in concert (PACs), commences on July 30, 2026, with tendering closing on August 12, 2026. The offer price of ₹42.80 per equity share represents a significant discount to the prevailing market price of ₹102.83 recorded on July 24, 2026, creating a material arbitrage opportunity for public shareholders. The acquisition aims to consolidate control, with the acquirer group targeting a post-offer holding of 94.34% of the expanded voting capital, effectively reducing public shareholding to 5.66%.

The open offer, mandated under Regulations 3(1) and 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, seeks to acquire up to 23,46,250 fully paid-up equity shares, representing 26.00% of the expanded voting share capital. Fedex Securities Private Limited serves as the Manager to the Open Offer. The Committee of Independent Directors (IDC) unanimously recommended the offer as fair and reasonable on July 25, 2026, citing compliance with regulatory pricing parameters despite the market premium. The recommendation was published in newspapers on July 27, 2026, and the Offer Opening Pre-Offer Advertisement was issued on July 29, 2026.

Offer Timeline and Key Dates

Public shareholders must adhere to the strict schedule outlined in the Letter of Offer dated July 21, 2026. The tendering period allows shareholders to submit their bids through the BSE Acquisition Window.

Shareholders holding shares in demat form must tender through their selling brokers before market hours close on the last day of the tendering period. Those holding physical shares must deliver original certificates and completed forms to the Registrar to the Offer, Purva Share Registry (India) Private Limited, within two days of the offer closing date.

Shareholding Structure and Control Shift

The transaction marks a complete change in control for Parmax Pharma. The existing promoters, including Akesh Mahasukhlal Gopani and Vipul Mahasukhlal Gopani, will cease to be promoters following the Share Purchase Agreement (SPA) and preferential issue. The new promoter group will comprise Dhiren Chandulal Shah (Acquirer 1), Sunil Chinubhai Shah (Acquirer 2), Hiren Pravin Doshi (PAC 2), and Umang Alkesh Gosalia (PAC 9).

The acquirer group already holds 27.20% of the current equity share capital. Through the SPA, preferential issue, and this open offer, they will aggregate 85,13,432 shares. The remaining public shareholders will retain only 5,10,599 shares, assuming full acceptance of the open offer.

What the Numbers Show

The most critical aspect for investors is the wide divergence between the offer price and the market price. While the IDC deemed ₹42.80 fair based on historical trading averages and negotiated prices, the recent market price of ₹102.83 suggests strong investor confidence or speculative activity unrelated to the takeover mechanics. Tendering shares at ₹42.80 implies a realized loss of approximately 58% compared to the July 24 market close. However, shareholders who do not tender will face a highly concentrated ownership structure, potentially impacting liquidity and future price discovery as public float drops below 6%. The acquirers have undertaken to maintain minimum public shareholding requirements under SEBI LODR regulations if the float falls below 25%, likely through further dilution or open market purchases within 12 months.

Regulatory Compliance and Approvals

No statutory approvals are currently required to complete the offer, except for the in-principle approval from BSE Limited, which was applied for on June 9, 2026, and remains under process. The offer cannot be withdrawn even if this approval is delayed, provided no other statutory refusals occur. SEBI issued its observations on the Draft Letter of Offer on July 14, 2026, which have been incorporated into the final Letter of Offer. The escrow amount has been secured via a fixed deposit with a lien marked in favor of the Manager to the Offer.