Rishabh Digha Steel Open Offer: ₹47 Deal Details

SBA Infra moves to acquire control

SBA Infra Projects Private Limited has announced an open offer to acquire up to 14,09,699 equity shares of Rishabh Digha Steel & Allied Products Limited at ₹47 per share. The offer represents 25.69% of the company’s voting share capital, which is also the entire public shareholding available before the transaction. The offer follows a share purchase agreement, or SPA, signed on October 29, 2026. Under that agreement, SBA Infra will buy 40,76,701 shares from the existing promoter group. The direct purchase accounts for 74.31% of the voting rights and will transfer control of the BSE-listed steel-processing company to SBA Infra.

Deal value and shareholding structure

The promoter stake acquisition is valued at ₹19.16 crore. At the agreed acquisition price of ₹47 per share, the open offer for 14,09,699 shares has a maximum value of about ₹6.63 crore. Together, the direct acquisition and open offer cover the company’s full equity share capital of 54,86,400 shares. The transaction has been structured so that SBA Infra first acquires the controlling promoter stake and then provides public shareholders an exit opportunity. SBA Infra had no shareholding in Rishabh Digha Steel before this proposed acquisition.

Why the offer is below 26%

SEBI takeover regulations generally require an acquirer seeking control to make an open offer for at least 26% of the target company’s equity share capital. In this case, however, only 25.69% of the voting share capital is held by public shareholders. The existing promoter and promoter group collectively held the remaining 74.31% before the sale. As a result, the offer has been capped at the entire public float rather than a standard 26% stake. The filing therefore reflects the practical limit created by the company’s shareholding pattern.

Regulations governing the transaction

The open offer is being made under Regulations 3(1) and 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Regulation 3(1) applies when an acquirer crosses the prescribed shareholding threshold, while Regulation 4 applies when an acquisition results in a change in control. SBA Infra’s purchase of 74.31% from the promoter group triggers both provisions. The offer is not conditional on a minimum level of acceptance from public shareholders. This means the control transaction can proceed regardless of how many shares are tendered in the open offer, subject to the stated transaction terms and regulatory process.

Existing promoters to exit completely

The transaction involves a complete exit by the existing promoter group. Sellers include Kumud Ashok Mehta, Ashok Maganlal Mehta and associated promoter entities, including Digha Steel Industries Private Limited. Following completion of the sale, these sellers are expected to hold nil shares in the company. They will also be declassified from the promoter category. SBA Infra Projects is expected to emerge as the new promoter after the acquisition and open-offer process is completed.

What is known about the acquirer

SBA Infra Projects Private Limited was previously known as S.B.A Realtors & Developers Private Limited. The company did not have a pre-transaction holding in Rishabh Digha Steel, according to the information provided in the offer details. Its acquisition marks a full ownership transition at the promoter level rather than an incremental increase in an existing investment. The detailed public statement, due on or before November 5, 2026, is expected to set out further procedural details for eligible shareholders. Investors will need to review that statement and the subsequent letter of offer for tendering timelines and other conditions.

Business background of Rishabh Digha Steel

Rishabh Digha Steel & Allied Products operates in steel processing and related services. Its activities include decoiling, shearing, straightening and cutting of hot-rolled, cold-rolled and manganese steel coils and sheets. The company is headquartered in Mumbai and has a facility at Taloja, located near Mumbai and JNPT. It is listed on the Bombay Stock Exchange under the code 531539. Reported information for the June 2026 quarter showed revenue of ₹0.00 crore and net profit of ₹0.14 crore.

Share-price reference and offer price

Market data cited before the SPA showed Rishabh Digha Steel shares at ₹43.50 on October 26, 2026. BSE market-depth information dated October 28 showed a bid of ₹40.01 and an ask of ₹43.65. The open-offer price of ₹47 per share is above these referenced market quotations. Trading data should be read in the context of the specific dates cited, as market prices can change between sessions. The offer price and the direct promoter acquisition price are both stated at ₹47 per share.

Ownership concentration after the offer

Because the open offer seeks to acquire all shares held by public shareholders, its outcome could further concentrate ownership with SBA Infra. If all eligible public shares are tendered and accepted, SBA Infra would hold the full equity share capital based on the disclosed shareholding structure. However, the open-offer filing itself does not state a delisting proposal. Public shareholders considering the offer will need to rely on the formal offer documents and applicable SEBI procedures. The immediate confirmed development is the transfer of promoter control through the SPA and the mandatory offer for the available public float.

What shareholders should watch next

The next disclosed milestone is publication of the Detailed Public Statement on or before November 5, 2026. That document should provide the open-offer schedule and additional disclosures required under the SEBI takeover regulations. The existing promoters’ planned complete exit and SBA Infra’s proposed promoter status are central to the transaction. For investors, the key figures are the ₹47 offer price, the 25.69% open-offer size and the 74.31% controlling stake being acquired for ₹19.16 crore. The transaction changes the ownership of Rishabh Digha Steel while offering all public shareholders an opportunity to tender their shares at the stated price.