Apollo Micro Systems open offer: ₹698 price, Sep 2026

What SEBI’s latest clearance changes

Apollo Micro Systems Limited (AMS) has moved a step closer to completing its proposed change-in-control transaction at Premier Explosives Limited (PEL) after receiving final comments from the Securities and Exchange Board of India (SEBI) on its draft letter of offer. The update relates to AMS’s mandatory open offer for public shareholders of PEL.

SEBI communicated its final comments through a letter dated August 14, 2026, which AMS said it received on August 16, 2026, through its merchant bankers. With SEBI’s review completed under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SAST Regulations), the acquirer can proceed with the remaining steps required to formally run the tendering process.

In a separate regulatory facilitation included in the disclosures, SEBI has also permitted the tendering period for the open offer to commence within 12 working days of receiving approval from the Competition Commission of India (CCI). That detail matters because the tendering window in an open offer is linked to clearances and schedule finalisation.

The open offer in one line

AMS is seeking to acquire up to 26.00% of PEL’s equity share capital from public shareholders at a fixed offer price of ₹698 per share, payable in cash.

The open offer is for up to 1,39,77,911 equity shares of PEL. The shares referenced in the public announcement carry a face value of ₹2 each.

Key dates disclosed so far

The sequence of disclosures provides a clear regulatory timeline.

The public announcement for the open offer was issued on July 9, 2026, as stated in the documents referencing Regulations 3(1) and 4 of the SAST Regulations. AMS later disclosed that SEBI’s final comments letter was dated August 14, 2026, and was received on August 16, 2026.

A tentative schedule shared in the open offer material indicates the tendering period is slated to open on September 1, 2026, and close on September 15, 2026. The same disclosures define the “Tendering Period” as 10 working days during which shareholders can tender shares in acceptance of the offer.

Offer size, price, and maximum payout

The offer price is fixed at ₹698 per equity share. Based on full acceptance of the offer size, the maximum consideration payable under the open offer is stated at ₹975,65,81,878, which is about ₹975.66 crore.

This figure is derived from the maximum number of shares proposed to be acquired from public shareholders. It is also the number that frames the funding and completion obligations for the acquirer once the tendering process begins.

How the transaction is structured alongside promoter stake purchase

Alongside the open offer, PEL has disclosed a promoter stake purchase that triggers the open offer obligation.

According to the stated structure, AMS has agreed to buy 2,22,21,735 equity shares from the promoter group under a Share Purchase Agreement (SPA). This promoter block purchase is described as a 41.33% shareholding acquisition, which constitutes a change-in-control transaction and therefore requires an open offer for public shareholders.

The disclosures include differing reported figures for the promoter-block consideration. One version states the definitive SPA is for a consideration of approximately ₹1,550 crore in an all-cash transaction, and that the underlying acquisition plus open offer would take the overall transaction value to approximately ₹2,525.66 crore. Another version states AMS is acquiring a 41.33% stake for ₹4,307 crore, alongside the mandatory open offer of ₹975.66 crore. Both figures appear in the provided reporting set, but the consistent elements across the disclosures are the 41.33% promoter stake reference, the 26% open offer size, and the ₹698 offer price.

Role of the merchant banker and process steps ahead

Cumulative Capital Private Limited, described as a SEBI-registered Category-I merchant banker, has been appointed as manager to the open offer. After SEBI’s final comments, AMS said it will proceed with further actions as advised by SEBI and as required under the SAST Regulations, 2011.

Another procedural element flagged is the linkage to CCI approval, with SEBI permitting the tendering period to commence within 12 working days of receiving CCI approval. This effectively sets the outer boundary for how quickly tendering may begin after that clearance, subject to the rest of the schedule and filings.

What this means for public shareholders

For public shareholders, the practical takeaway is that the offer is now closer to the tendering stage. The price is specified, the offer size is defined, and the tentative tendering window has been disclosed as September 1, 2026 to September 15, 2026.

Once the tendering window opens, eligible shareholders can decide whether to tender shares at the open offer price. The tendering period is described as a 10-working-day window, which matches the September 1 to September 15 schedule stated in the material.

Market impact and deal economics in numbers

The core market-relevant numbers are concentrated in the offer price, the stake size, and the maximum cash outflow. AMS proposes to buy up to 1,39,77,911 shares from public shareholders, representing 26.00% of PEL, at ₹698 per share. If fully accepted, the payout is capped at about ₹975.66 crore.

On the control side of the transaction, the promoter purchase is described as 2,22,21,735 shares or 41.33% of PEL. That promoter acquisition is the trigger event under the takeover code, and the SEBI final comments indicate the offer documentation has cleared a key regulatory milestone. The separate SEBI permission tied to the 12-working-day start after CCI approval indicates regulators are aligning the offer schedule with competition clearance timelines.

Key facts table

Conclusion

AMS’s receipt of SEBI’s final comments on the draft letter of offer removes a major regulatory hurdle for its mandatory open offer for PEL. The open offer remains set at ₹698 per share for up to 26% of PEL, with a maximum consideration of about ₹975.66 crore. The next visible milestone for investors is the tendering period, which has been tentatively scheduled for September 1 to September 15, 2026, and is also linked to the timing of CCI approval under SEBI’s 12-working-day permission.