SAR Televenture Limited has announced a mandatory open offer to acquire additional equity shares of Grand Foundry Limited following its agreement to purchase a controlling 70.17% stake from existing promoters. The comprehensive transaction involves both a direct share purchase agreement and subsequent regulatory compliance through an open offer mechanism.

Share Purchase Agreement Details

The initial Share Purchase Agreement involves the acquisition of a controlling stake by SAR Televenture Limited from Grand Foundry's existing promoters. The transaction parameters are structured as follows:

Mandatory Open Offer Under SEBI Regulations

Following the share purchase agreement, SAR Televenture Limited has issued a public announcement for a mandatory open offer under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. D & A Financial Services (P) Limited is acting as the Manager to the Offer.

Promoter Shareholding Changes

The transaction will result in complete transfer of promoter holdings to the acquirer:

Management and Control Transition

The transaction will result in comprehensive changes to Grand Foundry's leadership structure. Upon completion, the existing promoter group will cease control of the company, initiating declassification of current promoters. The agreement provides for complete transfer of management and control to SAR Televenture Limited, including alteration in Board composition and changes in Key Managerial Personnel.

Regulatory Compliance and Timeline

The transaction is subject to fulfillment of several conditions precedent, including receipt of necessary regulatory approvals and completion of the mandatory open offer. The Detailed Public Statement (DPS) containing comprehensive offer details will be published by March 10, 2026, in accordance with SEBI Takeover Regulations.

SAR Televenture Limited, incorporated under the Companies Act 2013 with registered office in Noida, Uttar Pradesh, currently holds no existing shares in Grand Foundry Limited. The company confirms no existing relationship with Grand Foundry or its current promoter group, ensuring the transaction does not fall within related party transaction ambit.

Grand Foundry Limited has announced its unaudited standalone financial results for the quarter ended December 31, 2025, revealing continued operational challenges with widened losses and zero revenue generation. The company's board approved these results during a meeting held on February 13, 2026.

Financial Performance Analysis

The company's financial performance showed deterioration across key metrics during Q3FY26:

For the nine-month period ended December 31, 2025, the company reported a net loss of ₹70.60 lakhs compared to ₹52.28 lakhs in the corresponding period of the previous year, representing a 35% increase in losses.

Expense Breakdown

The company's expense structure for Q3FY26 comprised:

• Employee Benefit Expenses: ₹2.97 lakhs (compared to ₹0.15 lakhs in Q3FY25)
• Finance Costs: ₹13.90 lakhs (compared to ₹9.97 lakhs in Q3FY25)
• Other Expenses: ₹7.16 lakhs (compared to ₹4.93 lakhs in Q3FY25)

Employee benefit expenses showed the most significant increase, rising from ₹0.15 lakhs to ₹2.97 lakhs year-over-year.

Ownership Changes and Corporate Developments

During the reporting period, Grand Foundry Limited underwent significant ownership changes:

The acquisition resulted in a change of control and reconstitution of the promoter group. Additionally, the company acquired 1,20,80,288 equity shares through a Share Purchase Agreement on January 2, 2026.

Regulatory and Operational Status

Grand Foundry Limited operates in the bright steel bars business segment. The company's shares are currently under Graded Surveillance Measures (GSM) Stage 3 on both the National Stock Exchange and Bombay Stock Exchange, indicating temporary trading restrictions.

The company's management noted that financial information and accounting records of the acquired entity are still under review and reconciliation. The evaluation of accounting treatment, including fair valuation assessment and applicable Accounting Standards requirements, remains pending.

Share Capital Structure

The company maintained consistent share capital metrics throughout the reporting periods:

• Weighted Average Equity Shares: 30,43,00,000 shares
• Face Value per Share: ₹4.00
• Diluted EPS: (₹0.08) for Q3FY26

The financial results were reviewed by the audit committee and approved by the board of directors, with statutory auditors conducting a limited review in accordance with SEBI regulations.