Open Offer Announced for Lippi Systems Ltd by Dholu Family to Acquire 25.05% Public Stake

Open Offer Announced for Lippi Systems Ltd by Dholu Family to Acquire 25.05% Public Stake

Open Offer Announced for Lippi Systems Ltd by Dholu Family to Acquire 25.05% Public Stake​

The open offer to acquire a significant portion of its public shareholding in Lippi Systems Limited has been announced by a consortium of individuals, including Vinesh Shivji Dholu and Jagdish Shivji Dholu. The acquisition aims to secure control over the manufacturing company from the existing promoter group, as detailed in documents filed by the Acquirers.

The offer sets out the terms for acquiring up to 33,82,231 Equity Shares of Lippi Systems Limited (the Target Company). These shares represent the entire public shareholding and constitute 25.05% of the Expanded Share Capital. The Offer Price has been fixed at ₹ 56.84 per Equity Share, with a maximum consideration set at ₹ 19,22,46,010.04 should the full offer be accepted.

The open offer is scheduled to commence on Friday, July 10, 2026, and conclude on Thursday, July 23, 2026.

Strategic Acquisition Plan Detailed​

The acquisition process involves two interconnected transactions: a purchase of existing shares from the promoter group, and a preferential allotment of warrants to the Acquirers.

The sellers—who are the current promoters and promoter group of Lippi Systems Limited—have agreed to sell 35,67,969 Equity Shares at a price of ₹ 56.84 per Equity Share for a total consideration of ₹ 20,28,03,357.96. This acquisition is intended to facilitate the Acquirers’ takeover of the company's control and management.

Furthermore, the shareholders have agreed to issue 65,00,000 warrants convertible into equity shares to the Acquirers as part of a Preferential Issue. The total consideration for these warrants amounts to ₹ 36,94,60,000. These two transactions collectively aim to result in the Acquirers holding 74.58% of the Expanded Share Capital after the initial sale and warrant conversion. Assuming full acceptance of the open offer, the Acquirers are projected to hold 1,34,50,200 Equity Shares, constituting 99.63% of the Expanded Share Capital of Lippi Systems Limited.

A breakdown of the shares offered for acquisition from the promoters and promoter group is as follows:

Acquirer NameSeller's Name (Promoters/Group)Number of Sale Shares
Jagdish Shivji DholuNandlal J. Agrawal10,70,391
Parul Jagdish DholuNandlal J. Agrawal4,04,504
Vinesh Shivji DholuKunal Nandlal Agrawal10,26,000
Jagruti Vinesh DholuShashikalaben Nandlal Agrawal5,35,195
Parul Jagdish DholuShashikalaben Nandlal Agrawal1,05,305
Shivji Karamshi DholuNeha Sumit Sanghvi3,56,797
Parul Jagdish DholuNeha Sumit Sanghvi25,386
Vinesh Shivji DholuNeha Sumit Sanghvi44,391

Acquirer Background and Financial Standing​

The five individuals leading the acquisition—Vinesh Shivji Dholu (Acquirer-1), Jagdish Shivji Dholu (Acquirer-2), Shivji Karamshi Dholu (Acquirer-3), Jagruti Vinesh Dholu (Acquirer-4), and Parul Jagdish Dholu (Acquirer-5)—are all residents of India.

The Acquirers, who are not from any group, have made firm financial arrangements to fulfill the obligations under the Open Offer. The net worths of the individuals as certified on March 31, 2026, range from ₹ 2373.55 Lakhs for Shivji Karamshi Dholu (Acquirer-3) to ₹ 20688.20 Lakhs for Vinesh Shivji Dholu (Acquirer-1).

The Target Company is involved in the manufacturing of Roto Gravures, which are engraved copper and chrome-plated cylinders used in high-speed printing. Lippi Systems Limited has been operating in this field since 1993. The company's Expanded Share Capital stands at 1,35,00,000 shares (100% of the Expanded Voting Share Capital).

The acquisition is set to result in the Acquirers crossing the substantial shareholding threshold of 25% under SEBI regulations for this transaction. The sale and subscription agreements stipulate that all consideration for both the Sale Shares and the warrants will be paid in cash.

Stock Price Movement​

As of the market close today, Lippi Systems shares ticked up 5.00%, concluding at ₹103.82. The stock was completely locked in this range throughout the session, with its intraday high and low both hitting ₹103.82.
 

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