Grand Foundry: Acquirers Launch ₹1.58 Crore Open Offer for 26% Stake at ₹2/Share
By Shishta Dutta | Published at: Jul 3, 2025 03:46 PM IST
Mumbai, July 3, 2025 – In a significant development under SEBI’s Substantial Acquisition of Shares and Takeovers (SAST) Regulations, acquirers Mr. Rakesh Kumar Bansal and Mr. Gaurav Goyal have launched an open offer for Grand Foundry Limited (BSE: 513343, NSE: GFSTEELS).
The offer aims to acquire a 26% stake in the company, representing 79,11,800 equity shares. The acquirers have offered ₹2 per share in cash, valuing the total deal at ₹1.58 crore.
Key Offer Details
As mentioned, Rakesh Kumar Bansal and Gaurav Goyal have made an open offer to acquire 79,11,800 equity shares representing 26% of Grand Foundry Limited’s share capital from public shareholders. The offer follows the acquisition of shares from Madhu Garg and is being made in compliance with Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011. Grand Foundry is listed on both the BSE and NSE.
| Particulars | Details |
|---|---|
| Target Company | Grand Foundry Limited |
| Acquirers | Rakesh Kumar Bansal & Gaurav Goyal |
| Seller | Madhu Garg |
| Offer Size | 79,11,800 equity shares (26%) |
| Offer Price | ₹2 per equity share (cash) |
| Offer Value | ₹1,58,23,600 |
| Mode of Payment | Cash |
| Listed Exchanges | BSE, NSE |
| Regulation Invoked | Reg 3(1) and 4, SEBI (SAST), 2011 |
Shareholding Structure
| Shareholder Category | No. of Shares | % of Capital (Post-Offer) |
|---|---|---|
| Acquirers (Post-Offer) | 2,92,62,160 | 96.16% |
| Public Shareholders | 11,67,840 | 3.84% |
| Total Voting Capital | 3,04,30,000 | 100% |
Note: Assuming full acceptance of the open offer.
Offer Timeline
| Activity | Date |
|---|---|
| Public Announcement | June 26, 2025 |
| Detailed Public Statement (DPS) Publication | July 3, 2025 |
| Draft Letter of Offer Filing with SEBI | July 10, 2025 |
| Last Date for Competitive Bid | July 24, 2025 |
| Offer Opens | August 19, 2025 |
| Offer Closes | September 2, 2025 |
| Payment Completion | September 17, 2025 |
Financial Overview of Grand Foundry Ltd
| Metric | FY23 | FY24 | FY25 |
|---|---|---|---|
| Total Income (₹ in lakh) | 10.29 | 2.77 | 2.05 |
| Net Profit / (Loss) (₹ lakh) | (110.61) | (56.50) | (68.06) |
| EPS (₹) | (0.36) | (0.19) | (0.22) |
| Net Worth (₹ in lakh) | (438.91) | (495.41) | (563.47) |
Source: Ashwani & Associates, Statutory Auditor
Valuation Justification
The offer price of ₹2 per share has been deemed justified as per Regulation 8(2) of SEBI SAST Regulations. Key valuation parameters:
| Method | Value (₹) |
|---|---|
| Negotiated Price | 1.40 |
| Fair Value (NAV, P/E, Market Method) | 1.77 |
| Final Offer Price | 2.00 |
CA Kapil Dev Dhir, Registered Valuer, certified the fair value based on Net Asset, Earning Capacity, and Market Multiples methodology.
Background and Rationale
The offer follows a Share Purchase Agreement (SPA) dated June 26, 2025, between the acquirers and promoter-seller Ms. Madhu Garg, who currently holds a 70.16% stake in GFL. Post completion of the transaction and open offer, the acquirers will assume management control, with the current promoter group reclassified as public shareholders, subject to compliance with Regulation 31A of SEBI (LODR) Regulations.
Statutory and Regulatory Highlights
- The offer does not require any statutory or financial institution approvals as of now.
- In case of delays in approvals that may arise later, SEBI may allow extension under Reg 18(11).
- Regulation 23(1) provides acquirers the right to withdraw the offer if approvals are subsequently denied.
SEBI Clause Citations:
- Regulation 3(1), 4 – Trigger for open offer on acquisition of control.
- Regulation 8(2) – Pricing justification.
- Regulation 15(2), 13(4) – Detailed Public Statement.
- Regulation 31A – Promoter reclassification.
- Regulation 38 & Rule 19A – Minimum public shareholding.
- Regulation 18(11) – Delayed payment with interest.
- Regulation 23(1) – Withdrawal of offer in case of regulatory refusal.
About Grand Foundry Limited
Grand Foundry Limited, incorporated in 1973 and converted to public in 1992, is listed on the BSE and NSE. It has a registered office in Mumbai and a corporate office in Delhi. The company was engaged in steel rolling and engineering goods manufacturing, but currently does not conduct active operations.
REF: https://nsearchives.nseindia.com/corporate/team_sandeshc_03072025114628_DPS.zip
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