BC Asia Investments XXV Limited and its associates (the Acquirers) launched a mandatory Open Offer to acquire up to 24,42,27,387 Equity Shares of Manappuram Finance Limited, representing 26.00% of the Expanded Voting Share Capital. The offer price is set at INR 236 per share, plus applicable interest of INR 12.29 per share, payable in cash. The revised Tendering Period is scheduled to commence on April 06, 2026 and close on April 20, 2026.
Mandatory Open Offer Details
The Open Offer is being made by BC Asia Investments XXV Limited (the Acquirer), along with seven affiliated entities (PACs), to acquire up to 24,42,27,387 fully paid-up Equity Shares from the Public Shareholders of Manappuram Finance Limited (the Target Company).
This acquisition constitutes 26.00% of the Expanded Voting Share Capital. The offer is structured as a mandatory open offer compliant with SEBI (SAST) Regulations, stemming from the acquisition and control exercise pursuant to the Securities Subscription Agreement (SSA) and Shareholders’ Agreement (SHA).
Offer Price and Applicable Interest
The cash offer price is fixed at INR 236 per Equity Share, plus an Applicable Interest of INR 12.29 per Equity Share. The aggregate maximum consideration payable is INR 6063,92,17,918.23 (assuming full acceptance). This interest payment is directed by SEBI due to a 190-day delay in payment schedule, amounting to an annual rate of 10%.
Revised Offer Timeline
Following necessary regulatory extensions, the key dates for the offer have been revised:
- Identified Date: Tuesday, March 17, 2026.
- Offer Opening Date (Tendering Period Commencement): Monday, April 06, 2026.
- Offer Closing Date (Tendering Period Closure): Monday, April 20, 2026.
The offer is not conditional on any minimum acceptance level.
Underlying Transactions Supporting the Offer
The Open Offer is consequential to the Underlying Transaction, which involves a Preferential Issue of Subscription Shares to the Acquirer and Subscription Warrants to PAC 1 by the Target Company. The Acquirer and PAC 1 intend to become ‘promoters’ of the Target Company upon Closing, alongside the Existing Promoters.
Statutory Clearances Secured
The Acquirers confirm that the Required Statutory Approvals have been obtained, including necessary approvals from the RBI for the Target Company (MFL), AMFL, and MHFL, the CCI Approval, the IRDAI Approval for MIBL, and the SEC Exemption concerning U.S. shareholders, all received prior to the LoF filing date.
Risk Factors Summary
Shareholders are advised that the Open Offer is subject to proportionate acceptance if oversubscription occurs. Furthermore, the tax consequences of tendering shares are dependent on individual tax residency and classification, and shareholders must consult their own tax advisors.
Source: BSE
