Acquirer Announces Open Offer for Substantial Stake in Niraj Cement Structurals Ltd Shares

Acquirer Announces Open Offer for Substantial Stake in Niraj Cement Structurals Ltd Shares

Acquirer Announces Open Offer for Substantial Stake in Niraj Cement Structurals Ltd Shares​

A cash offer has been announced by Mr. Gulshankumar Vijaykumar Chopra for the acquisition of a substantial equity holding in Niraj Cement Structurals Limited (NIRAJ). The open offer aims to acquire up to 26% of the fully paid-up equity and voting share capital of NIRAJ at a price of Rs. 29/- per share.

The acquisition is part of an overall plan, following two Share Purchase Agreements (SPAs) executed on June 16, 2026, in which Mr. Chopra has acquired shares from Sellers Bylan-Niraj Infra Projects Private Limited and Chem Logistics & Infra Private Limited. This ongoing process aims to bring the Acquirer's total stake to approximately 75.78% upon full completion of the open offer.

Offer Details and Terms​

The Open Offer is being made to public shareholders of NIRAJ. The key parameters of the offer are detailed below:

ParticularDetail
Target CompanyNiraj Cement Structurals Limited (NIRAJ)
AcquirerMr. Gulshankumar Vijaykumar Chopra
Offer PriceRs. 29/- per Equity Share
Maximum Offer SizeUp to 1,55,20,529 Equity Shares
Equity Capital of NIRAJFully Paid-up Equity and voting share capital (Rs. 10/ each)
Offer Period Start DateFriday, July 31, 2026
Offer Period End DateThursday, August 13, 2026

Financial Rationale for Offer Price​

The offer price of Rs. 29.00 per equity share has been determined based on multiple valuation parameters and market data. The justification included the highest negotiated price from the SPAs (up to Rs. 25.50) and the volume-weighted average market price traded during a sixty day period immediately preceding the public announcement, which was reported at Rs. 28.61.

The trading turnover of NIRAJ's equity shares over the twelve calendar months prior to the Public Announcement date showed varied activity across exchanges:

Stock ExchangeTotal Shares Traded (12 Months)Annualized Trading Turnover (% of Listed Equity Shares)
NSE2,30,93,30138.69%
BSE24,72,4934.14%

The Acquirer stated that no corporate action warrants an adjustment to the offer price, and the offer is not a competing offer.

Background of the Acquisition​

NIRAJ Cement Structurals Limited (NIRAJ) is engaged in specialty engineering construction and infrastructure, with authorized capital of Rs. 7,000.00 Lacs and issued capital of Rs. 5,969.43 Lacs. The company has been trading on both the National Stock Exchange of India Limited (NSE) and BSE Limited for several years.

The Acquirer, Mr. Gulshankumar Vijaykumar Chopra, holds an existing stake of 52,20,946 equity shares, representing 8.75% of the Voting Share Capital as on the date of the Public Announcement. The combined acquisition—through SPAs and the Open Offer—is projected to result in the Acquirer holding approximately 75.78% of the company post-offer, assuming full acceptance.

Financial Performance Highlights​

Financial details for NIRAJ, as reported in the audited statements for March 31, 2026, show consistent performance across operations and balance sheet metrics.

Financial Metric (Rs. in Lacs)FY ended Mar 31, 2026FY ended Mar 31, 2025FY ended Mar 31, 2024
Revenue from Operations54,043.9250,671.7747,021.71
Profit after Tax2,160.211,522.291,028.23
Net Worth (Standalone)26,692.5724,367.6615,277.04

Logistics and Offering Mechanism​

The Open Offer will be conducted via the Stock Exchange mechanism through a designated window on BSE Limited. The transaction will be managed by Navigant Corporate Advisors Limited as the Manager to the Offer and MUFG Intime India Private Limited as the Registrar to the Offer.

The maximum consideration payable for the acquisition of up to 1,55,20,529 equity shares is Rs. 45,09,53,41/- (Rupees Forty-Five Crores Ninety-Five Thousand Three Hundred Forty-One Only). The Acquirer has made a cash deposit of Rs. 1,130.00 Lacs into an escrow account with ICICI Bank Limited to cover the requisite offer obligations.

Shareholders are advised that acceptance is not conditional on any minimum level of acceptance, and all eligible shareholders—including registered and unregistered owners who hold shares prior to the closing date—are invited to participate in the Open Offer.

NIRAJ Stock Price Movement​

Shares of Niraj Cement Structurals Limited shed 0.27%, slipping to ₹29.3 as of 1:59 PM in live trading. So far, only 2,491 shares have been traded during the current market session.
 

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