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Roadway Solutions to Acquire 100% Stake in Soma Textiles Through ₹88 Cr Deal and ₹39 Cr Open Offer

By Shishta Dutta | Published at: Jul 10, 2025 11:37 AM IST

Roadway Solutions to Acquire 100% Stake in Soma Textiles Through ₹88 Cr Deal and ₹39 Cr Open Offer
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Mumbai, July 10, 2025 – Soma Textiles & Industries Ltd (NSE: SOMATEX, BSE: 521034) witnessed a sharp 20% surge in its stock price to ₹53.89 on Wednesday following a major acquisition announcement. Roadway Solutions India Infra Limited, along with Ameet Harjinder Gadhoke and Teja Ranade Gadhoke as Persons Acting in Concert (PACs), has initiated a full acquisition of the company under SEBI (SAST) Regulations, 2011.

The acquirers initiated a buyout of the Soma Textiles promoters, who were holding 2.48 crore equity shares (totalling 74.98% voting rights), which triggered a mandatory open offer for the remaining 82.65 lakh equity shares (totalling 25.02% voting rights).

As of 11:15 PM, Soma Textiles’ shares were trading at ₹53.89, representing a striking  20.00% increase.

Transaction Highlights

In a definitive Share Purchase Agreement (SPA) dated July 9, 2025, the acquirers agreed to acquire 2,47,68,058 equity shares (representing 74.98% of Soma Textiles’ voting share capital) from the promoter group for a total cash consideration of ₹87.67 crore.

This transaction triggered a mandatory Open Offer to acquire an additional 25.02% stake, equivalent to 82,64,942 equity shares, from public shareholders at an offer price of ₹47.14 per share. The aggregate value of the open offer stands at approximately ₹38.96 crore.

Summary of Shareholding Structure

Category

No. of Shares

% Shareholding Post Transaction

Roadway Solutions (Acquirer)

2,51,11,772

76.02%

Ameet Harjinder Gadhoke

59,45,940

18.00%

Teja Ranade Gadhoke

19,75,288

5.98%

Total (Post Offer)

3,30,33,000

100.00%

Offer Details

Parameter

Details

Offer Price

₹47.14 per share

Shares in Offer

82,64,942 equity shares

% of Voting Capital

25.02%

Offer Size

₹38.96 crore

Mode of Payment

Cash

Triggering Regulation

SEBI (SAST) Regulations 3(1) and 4

Manager to Offer

Mefcom Capital Markets Ltd

SPA Consideration

₹87.67 crore for 74.98% stake

Exit of Promoter Group

The Somany family and Sarvopari Investments Pvt Ltd, previously holding a 74.98% stake, have completely exited the company post-transaction.

Seller

Pre-transaction Holding

Post-transaction

Sarvopari Investments Pvt Ltd

1,65,12,996 (49.99%)

Nil

Surendra Kumar Somany

36,65,735 (11.10%)

Nil

Arvind Kumar Somany

23,28,217 (7.05%)

Nil

Surendra Kumar Somany HUF

14,02,579 (4.25%)

Nil

Prasann Somany

7,31,900 (2.22%)

Nil

Arvind Kumar Somany HUF

1,26,631 (0.38%)

Nil

Total

2,47,68,058 (74.98%)

Nil

Outlook

The acquisition and open offer signal a strategic overhaul for Soma Textiles, boosting investor sentiment. The complete promoter exit and full buyout have driven a sharp stock rally, with expectations of operational restructuring and renewed business direction in the near term.

About Soma Textiles & Industries Ltd,

Soma Textiles & Industries Ltd, incorporated in 1940 and listed since August 1996, operates in the “Other Textile Products” segment. Its equity shares are listed on both NSE and BSE under the symbol SOMATEX. The company has a face value of ₹10 and is actively traded with a 52-week high of ₹65.80 (as of Nov 29, 2024) and a low of ₹32.21 (as of Aug 6, 2024).

REF: https://nsearchives.nseindia.com/corporate/SOMATEX_09072025230120_Regulation30_Open_offer.pdf

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