Acquirers RB International Holdings Limited, Suyog Yogesh Desai, and Nikita Suyog Desai have launched a mandatory open offer to purchase up to 26% of RR Metalmakers India Ltd’s equity shares from public shareholders. The offer, priced at ₹23.85 per share, carries a maximum consideration of ₹5,58,63,735.75 assuming full acceptance. This move follows the July 30, 2026 Share Purchase Agreement (SPA) in which the promoters sold a controlling 70.66% stake for ₹15,18,27,287.40, triggering takeover obligations under SEBI regulations.

The public announcement was issued by Vivro Financial Services Private Limited, appointed as Manager to the Offer. The acquisition is classified as a triggered offer under Regulations 3(1) and 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The transaction marks a complete change in control, with the new buyers set to become the 'Promoter' group while existing promoters Virat Sevantilal Shah and Alok Virat Shah will be reclassified as 'Public'.

Offer Structure and Pricing

The open offer is for the acquisition of up to 23,42,295 fully paid-up equity shares of face value ₹10 each. The offer price of ₹23.85 aligns with the consideration paid by the acquirers in the underlying SPA, determined in accordance with Regulation 8(1) and 8(2) of the SEBI (SAST) Regulations. Payment will be made in cash.

The offer is not subject to any minimum level of acceptance. The Detailed Public Statement (DPS) containing further terms, background, and financial arrangements must be published within five working days of this announcement.

Change in Promoter Classification

Upon completion, the ownership structure will shift significantly. RB International Holdings Limited, controlled by Ashmeet Singh Kandhari, Swarn Lata Kandhari, and Harpal Singh Kandhari, will hold the majority stake. The proposed shareholding post-SPA but pre-open offer stands at 70.66% collectively for the three acquirers.

The acquirers have confirmed they intend to retain the listing status of RR Metalmakers India Limited on BSE Limited, with no delisting offer proposed. There are no persons acting in concert with the acquirers for the purpose of this offer, although deemed PACs may exist under regulatory definitions.

What the Numbers Show

The parity between the SPA price (₹23.85) and the open offer price ensures that public shareholders receive the same valuation as the exiting promoters, preventing dilution or disadvantage to minority holders during the change of control. With the acquirers holding no prior equity, this represents a fresh entry into the company’s capital structure. The potential increase in promoter holding from 70.66% to 96.66% if the offer is fully subscribed would significantly reduce free float, potentially impacting liquidity dynamics post-completion.

Manilal Virabhai Patel has divested his entire shareholding in RR Metalmakers India Ltd through an open market transaction on July 22, 2026. The disclosure, filed under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, confirms the sale of 6,800 equity shares.

Prior to the transaction, Patel held 6,800 shares, which accounted for 0.075% of the company's total share capital and voting rights. The shares were sold on the BSE Limited, where the target company is listed. Following the disposal, Patel's holding in RR Metalmakers India Ltd stands at nil.

The equity share capital of RR Metalmakers India Ltd remained unchanged at 90,08,824 shares of ₹10 each before and after the transaction. The total diluted share and voting capital of the company is also reported at 90,08,824 shares.

Transaction Details