Gujarat Terce Laboratories Limited has completed the conversion of 3,71,000 fully convertible warrants into equity shares and subsequently filed a substantial acquisition disclosure under SEBI regulations. The pharmaceutical company announced the warrant conversion in a regulatory filing to BSE Limited, followed by a disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Warrant Conversion Details

The conversion involved Mr. Aalap Natubhai Prajapati, the Promoter Managing Director of the company, who exercised his entire warrant holding. The key parameters of the conversion are presented below:

The company received the balance consideration of ₹1,04,90,025, in addition to the upfront payment of ₹34,96,675 received at the time of warrant allotment. These warrants were originally allotted on preferential basis.

Impact on Share Capital Structure

The warrant conversion has resulted in changes to the company's issued, subscribed, and paid-up capital structure:

The newly allotted equity shares rank pari-passu with existing equity shares in all respects, including dividend payment and voting rights.

SEBI Disclosure Under Regulation 29

Following the warrant conversion, Mr. Aalap Natubhai Prajapati filed a substantial acquisition disclosure with BSE on December 17, 2025. The disclosure details his shareholding pattern changes:

SEBI SAST Regulation 10(2B) Declaration

In compliance with regulatory requirements, Mr. Aalap Natubhai Prajapati also filed a declaration under Regulation 10(2B) of SEBI (SAST) Regulations, 2011. The declaration confirms that all conditions specified under the regulation for exemptions have been duly complied with:

The acquisition involved 3,71,000 equity shares of face value ₹10.00 each acquired through conversion of warrants allotted on preferential basis. The warrants were originally allotted and subsequently converted into equity shares on December 16, 2025.

Regulatory Compliance

The allotment was approved by the Board of Directors in compliance with SEBI regulations. The company has applied for listing and trading approval of the newly allotted shares with BSE Limited. The shares are pending credit and exchange approval as per the latest filing.

The conversion represents a successful completion of the preferential allotment process, providing the company with additional capital of ₹1.40 crores while demonstrating continued promoter commitment to the pharmaceutical business.

Gujarat Terce Laboratories Limited , a pharmaceutical company with a presence in 13 states across India, has reported mixed financial results for the second quarter of fiscal year 2026. The company achieved its highest-ever EBITDA performance, despite a slight decline in revenue.

Financial Highlights

Revenue and Profitability

Gujarat Terce Laboratories reported a revenue of Rs 1,292.63 lacs for Q2 FY26, compared to Rs 1,330.12 lacs in the same quarter of the previous year, marking a 2.82% decrease. The company attributes this reduction to a planned scale-down of low-margin factory B2B sales and rationalization of certain non-profitable operations.

Despite the revenue decline, the company achieved its highest EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization) performance at Rs 194.46 lacs, representing an 11.62% increase from Rs 174.21 lacs in Q2 FY25. This improvement in operational efficiency is reflected in the EBITDA margin, which expanded from 13.10% to 15.04%.

Net profit for the quarter stood at Rs 140.36 lacs, down 5.30% from Rs 148.22 lacs in the corresponding quarter of the previous year. The PAT (Profit After Tax) margin slightly decreased to 10.86% from 11.14%.

Operational Highlights

The management highlighted that the company has completed three quarters without external funding, operating through internal accruals and improved cash discipline. This demonstrates the company's focus on financial prudence and operational efficiency.

Gujarat Terce Laboratories currently operates 8 leading brands across 134 products. The company has established a presence in 13 states and 224 districts through a network of 385 stockists and 147 medical representatives.

Balance Sheet and Cash Flow

As of September 30, 2025, the company's total assets stood at Rs 2,442.56 lacs, with a mix of non-current and current assets. The company's equity position improved, with total equity increasing to Rs 783.76 lacs from Rs 647.75 lacs as of March 31, 2025.

The cash flow statement reveals that the company generated a net cash flow of Rs 101.06 lacs from operating activities in the first half of FY26, indicating positive operational cash generation.

Gujarat Terce Laboratories' strategic focus on improving operational efficiency and financial discipline appears to be yielding results, as evidenced by the record EBITDA performance. However, the company faces challenges in revenue growth, which it aims to address through its ongoing rationalization of non-profitable operations and focus on higher-margin products.