GSB Finance Limited , a financial services company, has reported a significant downturn in its financial performance for the second quarter of the fiscal year 2026, ending September 30, 2025. The company's results, approved by the Board of Directors on October 15, 2025, reveal a stark contrast to its performance in the same period last year.

Financial Highlights

*Figures in Rs lacs, except EPS

GSB Finance reported a net loss after tax of Rs 29.69 lacs for the quarter ended September 30, 2025, a significant decline from the net profit of Rs 51.80 lacs recorded in the corresponding quarter of the previous year. This represents a substantial year-on-year decrease of 157.30%.

The company's total income from operations also saw a sharp decline, falling to Rs 31.62 lacs from Rs 74.36 lacs in the same quarter last year, marking a 57.50% decrease.

The impact of this financial downturn is reflected in the company's earnings per share (EPS). The basic and diluted EPS for the quarter stood at negative Rs 0.49, compared to a positive Rs 0.86 in the same period last year.

Half-Yearly Performance

For the six months ended September 30, 2025, GSB Finance reported a total income of Rs 62.76 lacs. Despite the losses in the second quarter, the company managed to maintain a net profit after tax of Rs 69.09 lacs for the half-year period.

Capital Structure

The company's equity share capital remained unchanged at Rs 600 lacs, indicating no alterations in its capital structure during this period.

GSB Finance Limited has published these results in compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The unaudited financial results were published in the English daily 'Active Times' and the Marathi newspaper 'Mumbai Mitra' on October 16, 2025.

The full format of the quarterly financial results is available on the company's website ( www.gsbgroup.co.in ) and on the BSE Ltd. website ( www.bseindia.com ) for investors and stakeholders seeking more detailed information.

In a significant development for GSB Finance Limited (ISIN: INE777C01011), four acquirers have announced an open offer to purchase up to 26% of the company's voting share capital from public shareholders at ₹21.44 per share. This offer follows a share purchase agreement where the acquirers agreed to buy a 55.25% stake from the company's promoter shareholders at ₹13.00 per share.

Details of the Open Offer

The open offer is being made by:

• Mr. Vivek Kumar Singhal
• Mr. Kshitij Agrawal
• Nivesh Mandi Private Limited
• Stock Mandi

(collectively referred to as the Acquirers)

They are seeking to acquire up to 15,60,000 shares, representing 26% of GSB Finance's voting share capital, from public shareholders.

The offer price of ₹21.44 per share includes an interest component calculated at 10% from the scheduled date of payment to the actual date of payment. Assuming full acceptance, the maximum consideration for this offer amounts to ₹3,34,46,400.

Background of the Acquisition

Prior to the open offer, the Acquirers entered into a share purchase agreement on November 29, 2024, to acquire a 55.25% stake (33,14,820 shares) from the company's promoter shareholders at ₹13.00 per share. The total consideration for this agreement was ₹4,30,92,660.

Key Points for Shareholders

• Tendering Period: September 30, 2025, to October 14, 2025
• New Merchant Banker: GYR Capital Advisors Private Limited
• Regulatory Approval: Obtained from the Reserve Bank of India on September 12, 2025

Impact on Shareholding Structure

If the open offer is fully subscribed, the Acquirers' stake in GSB Finance could increase to 81.25% of the voting share capital. This would significantly alter the company's ownership structure and potentially its future direction.

Regulatory Compliance

The Acquirers have stated their commitment to maintaining the minimum public shareholding required for continued listing, in accordance with SEBI regulations. If public shareholding falls below the required level post-acquisition, they have undertaken to bring it back to compliance within the stipulated timeframe.

Shareholders of GSB Finance Limited are advised to carefully review the detailed terms and conditions of the offer before making a decision. The Letter of Offer, containing full particulars of the offer, will be dispatched to eligible shareholders.

This open offer represents a significant opportunity for public shareholders to potentially exit their investment at a premium to the recent market price, while also signaling a major shift in the company's ownership and possibly its strategic direction.