FIH Mauritius Announces Open Offer for 26.00% Stake in IIFL Capital Services Limited
FIH Mauritius Investments Ltd, acting in concert with HWIC Asia Fund (Class A Shares), has announced a mandatory Open Offer for the acquisition of equity shares in IIFL Capital Services Limited. The offer is set to acquire up to 26.00% of the expanded voting share capital of the company.The Open Offer concerns the acquisition of up to 10,01,44,112 fully paid-up equity shares of IIFL Capital Services Limited, which was previously known as IIFL Securities Limited. The offer price has been set at INR 350 per equity share. Assuming full acceptance, the total consideration payable by the acquiring parties amounts to up to INR 3505,04,39,200.
Open Offer Details and Consideration
The Mandatory Open Offer is triggered by a series of transactions detailed in an investment agreement dated May 7, 2026, among the Acquirer, the Target Company, and the Promoter Sellers.The key details of the Open Offer are summarized below:
| Metric | Details |
|---|---|
| Target Company | IIFL Capital Services Limited |
| Acquirer / PAC | FIH Mauritius Investments Ltd / HWIC Asia Fund (Class A Shares) |
| Open Offer Size | Up to 10,01,44,112 Equity Shares |
| Stake Acquired | 26.00% of the Expanded Voting Share Capital |
| Offer Price | INR 350 per Equity Share |
| Total Potential Consideration | Up to INR 3505,04,39,200 |
| Mode of Payment | Cash |
The Open Offer is a triggered mandatory offer, and the Acquirer stated that it does not intend to delist the Target Company.
Underlying Transaction Framework
The open offer obligations were triggered by the execution of an Investment Agreement. This agreement mandates the following transactions:1. Preferential Issue: The Target Company is set to issue and allot 5,71,42,857 Equity Shares to the Acquirer at a subscription price of INR 350 per Equity Share.
2. Secondary Purchase: The Acquirer will purchase Sale Shares from the Promoter Sellers to ensure the combined shareholding of the Acquirer and PAC reaches 51% of the issued and paid up equity share capital on a fully diluted basis.
The overall combined transaction details, including the Preferential Issue and Secondary Purchase, are outlined in the following table:
| Transaction Component | Shares/Voting Rights Acquired | % vis-a-vis Total Equity/Voting Capital | Total Consideration (INR) |
|---|---|---|---|
| Preferential Issue | 57,142,857 | 14.84% | INR 19,99,99,99,950 |
| Secondary Purchase | Up to a maximum of 4,42,89,694 | Up to a maximum of 11.50% | Up to a maximum of INR 15,50,13,92,900 |
| Combined Transactions | Total 10,14,32,551 | Up to a maximum of 26.33% | Up to a maximum of INR 3550,13,92,850 |
Following the completion of these transactions, the Acquirer will acquire control over the Target Company and will be classified as a 'promoter.'
Promoter Shareholding Details
The Promoter Sellers include Nirmal Bhanwarlal Jain and Venkataraman Rajamani. The current pre-transaction shareholdings are as follows:| Promoter Name | Part of Promoter Group | Pre-transaction Shares | % vis-a-vis total equity/voting capital |
|---|---|---|---|
| Nirmal Bhanwarlal Jain | Yes | 46,964,282 | 12.19% |
| Venkataraman Rajamani | Yes | 11,184,432 | 2.90% |
| Total | Total | 58,148,714 | 15.10% |
The Target Company remains listed on BSE Limited (Scrip Code: 542773) and National Stock Exchange of India Limited (Symbol: IIFLCAPS).
IIFLCAPS Stock Price Movement
On Thursday, IIFL Capital Services Limited shares rallied strongly, closing at ₹350.45, which represented a sharp 5.28% gain for the day. The stock found support on high trading activity, posting a substantial volume of 3.38 million shares.Disclaimer: Due care and diligence have been taken in compiling and presenting news and market-related content. However, errors or omissions may arise despite such efforts.
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