TBZ open offer 2026: GRT bids ₹249.61 a share

What has been announced

Tribhovandas Bhimji Zaveri Ltd (TBZ) has received a Detailed Public Statement (DPS) from GRT Jewellers (India) Private Limited for a mandatory open offer under SEBI (SAST) Regulations. The offer is to acquire up to 25.88% of TBZ’s voting share capital from public shareholders. The offer price has been set at ₹249.61 per equity share and will be paid in cash.

The open offer targets up to 1,72,70,845 fully paid-up equity shares of TBZ. Assuming full acceptance, the maximum consideration is capped at ₹431.10 crore. The public announcement related to the offer is dated August 31, 2026.

The transaction structure: promoter stake purchase plus open offer

The TBZ transaction has been presented as a combination of two parts. First, GRT Jewellers entered into a share purchase agreement (SPA) with TBZ’s existing promoters. Under the SPA, GRT Jewellers agreed to buy 4,94,59,775 shares, which constitute 74.12% of TBZ’s voting share capital.

The SPA portion has been reported as an all-cash deal worth ₹1,033 crore for the controlling promoter stake. The disclosed SPA price is “up to ₹209 per share” for the promoter shares being acquired.

Second, as required under takeover rules for acquiring control, GRT Jewellers announced a mandatory open offer to public shareholders. This open offer is for up to 25.88% of TBZ’s voting share capital, matching 1,72,70,845 shares.

Key terms of the open offer

The open offer is priced at ₹249.61 per share. The documentation describes TBZ as the “Target Company” and notes that TBZ equity shares have a face value of ₹10 each. The maximum cash outlay for the open offer is up to ₹431.10 crore, assuming all shares offered by public shareholders are accepted.

Axis Capital Ltd has been identified as the “Manager to the Offer” and has submitted to BSE a copy of the Public Announcement for the attention of TBZ’s public shareholders. The offer, the DPS and the Letter of Offer (LoF) are to be issued in accordance with SEBI (SAST) Regulations, 2011, as amended.

Timeline and process milestones disclosed so far

The disclosed schedule includes specific dates for key steps in the open offer process. A DPS is expected to be published on or before September 7, 2026. The Draft LoF filing deadline has been stated as September 15, 2026.

The “Identified Date” for dispatch of the LoF has been disclosed as October 9, 2026. The tendering period is expected to begin on October 26, 2026. The tendering period is expected to last for 10 working days, as specified in the LoF.

Market reaction: TBZ shares hit upper circuit

TBZ shares drew sharp attention in the market after the controlling stake proposal and open offer were reported. The stock hit an upper circuit on Tuesday for a second consecutive day following the news flow around GRT Jewellers’ proposal to acquire control from existing promoters and the related mandatory open offer for public shareholders.

The reported market move was linked to the deal structure, which involves a promoter stake purchase and a mandatory open offer at a stated price for public shareholders. The reported trigger was the proposal to acquire a 74% controlling stake in TBZ from its promoters in an all-cash deal.

What the numbers say: stake sizes and cash consideration

The transaction details disclosed in the announcements provide a clean split between the promoter acquisition and the public shareholder open offer. The promoter stake to be purchased is 74.12% (4,94,59,775 shares) at up to ₹209 per share. The open offer size is 25.88% (1,72,70,845 shares) at ₹249.61 per share.

On the open offer alone, the maximum consideration has been capped at ₹431.10 crore, assuming full acceptance, payable in cash and subject to the terms and conditions in the Public Announcement, DPS and LoF.

Company context: what TBZ does

Tribhovandas Bhimji Zaveri Ltd was incorporated in 2007. The company is engaged in retail sales of ornaments made of gold, diamond, silver, platinum and precious stones.

The open offer documentation and the related announcements position TBZ as the target company for the purposes of the mandatory open offer.

Market impact and why the structure matters

For TBZ public shareholders, the main actionable element disclosed so far is the open offer size, price and timeline. The offer provides a cash exit route at ₹249.61 per share for those who tender shares, subject to terms, conditions and acceptance outcomes under the SEBI process.

For the market, the combination of a promoter stake transfer and a mandatory open offer is significant because it ties a control transaction to a regulated shareholder opportunity. In this case, the disclosed stake sizes show a move from promoter control to a new acquirer via a large SPA (74.12%) and a separately priced open offer (25.88%).

What to watch next

The next checkpoints disclosed in the schedule are the Draft LoF filing deadline of September 15, 2026 and the identified date for dispatch of the LoF on October 9, 2026. The tendering period is expected to open on October 26, 2026 and run for 10 working days.

Investors tracking TBZ will likely focus on the formal offer documents as they are released, including the DPS and LoF, since the announcements specify that the open offer is subject to the conditions laid out in these documents and the SEBI (SAST) framework.