Esaar (India) Limited has undergone a significant change in its ownership structure as Prabhat Capital Investments Limited successfully concluded its open offer for the company. The open offer, which aimed to acquire up to 26% of Esaar's fully paid-up voting share capital, resulted in Prabhat Capital securing a 4.19% stake.

Open Offer Details

The open offer was priced at Rs. 8.00 per share, targeting the acquisition of up to 53,15,050 equity shares. However, the response fell short of expectations:

• Only 1,548 shares were tendered and accepted during the offer period
• This represents a mere 0.03% of the total shares sought

Acquisition Breakdown

Prabhat Capital's total acquisition of 8,56,236 equity shares was achieved through multiple channels:

• 6,34,688 shares acquired via a Share Purchase Agreement
• 2,20,000 shares acquired after the closure of the tendering period
• 1,548 shares tendered and accepted in the open offer

Offer Price and Interest

The open offer included an interest component at 10% per annum for delayed payment, due to a delay in making the open offer as per SEBI regulations. The offer price was revised to include this interest, ensuring fair compensation for shareholders.

Market Impact

Esaar's shares, listed on the BSE, are considered infrequently traded. The market price movements during the offer period were as follows:

Shareholding Pattern

Post-offer, the shareholding pattern of Esaar has shifted:

Public Shareholding and Listing Compliance

Despite the change in ownership, Esaar continues to maintain a substantial public shareholding of 95.81%, well above the minimum requirement of 25% for continuous listing. This ensures compliance with regulatory norms and maintains the company's listing status.

Conclusion

The completion of this open offer marks a strategic move by Prabhat Capital Investments Limited, establishing a foothold in Esaar. While the response to the open offer was limited, the transaction has reshaped the company's ownership structure. Shareholders and market observers will likely monitor any potential changes in Esaar's business strategy or governance following this acquisition.

Esaar (India) Limited 's open offer from Prabhat Capital Investments Limited has concluded with a significantly lower-than-expected response, according to a post-offer advertisement submitted by Navigant Corporate Advisors Limited.

Offer Details

The open offer aimed to purchase up to 53,15,050 equity shares, representing 26% of the voting share capital of Esaar. The offer price was set at Rs. 8.00 per share, potentially valuing the deal at Rs. 4,25,20,400.

Minimal Response

Despite the sizeable offer, the actual response was minimal:

• Only 1,548 shares were tendered and accepted during the offer period
• The total value of accepted shares amounted to just Rs. 12,384, a fraction of the proposed amount

Shareholding Impact

The outcome of the open offer has resulted in a significant deviation from the intended shareholding structure:

Market Communication

The post-offer advertisement was published in Financial Express, Jansatta, and Pratahkal newspapers, fulfilling regulatory requirements under SEBI's Substantial Acquisition of Shares and Takeovers Regulations, 2011.

Implications

The minimal response to the open offer suggests a lack of interest from Esaar's shareholders in divesting their holdings at the offered price. This outcome may prompt Prabhat Capital Investments Limited to reassess its acquisition strategy for increasing its stake in the target company.

Despite the low acceptance rate, the open offer process has been completed in compliance with regulatory requirements, as evidenced by the timely publication of the post-offer advertisement and the involvement of Navigant Corporate Advisors Limited as the manager to the offer.

Investors and market observers will likely be watching closely to see how Prabhat Capital proceeds following this unexpected outcome, and whether it will pursue alternative methods to increase its stake in Esaar in the future.