Considered and Approval of issuance of the Equity Shares by way of preferential issue on private placement basis("Preferential basis")
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On the reaction day the stock moved 12.5 pts more than Nifty Microcap 250 and 14.3 pts more than its Industrial Minerals peers, over the same two closes: a difference in percentage points, not a measure of what the filing did.
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The board approved issuing up to 7,38,37,500 equity shares (face value ₹10) at ₹28 per share (including ₹18 premium) to acquire 100% of Rajhans Procon Private Limited (RPPL), a real estate company with a turnover of ₹27.50 crores as of March 2025. The total acquisition consideration is ₹206.74 crores, discharged entirely through this share swap (no cash). Authorized share capital is being increased from ₹10 crores to ₹90 crores to accommodate the issue, and the company's objects clause is being widened to include agriculture, beverages, cinema, and real estate businesses. An EGM is scheduled for May 23, 2025 to seek shareholder approval.
This is a significant dilution event for existing shareholders since shares are being issued as a share swap for the acquisition. Existing shareholders will see their holding reduce substantially as over 7.38 crore new shares (vs earlier share base of around 1 crore) will be issued. The company is shifting its business focus toward real estate and other new sectors beyond its original minerals business.