Steelco Gujarat Submits Letter of Offer for Rights Issue of 13,30,060 Shares at ₹112 Each

Steelco Gujarat Limited has submitted its Letter of Offer and related issue documents to BSE Limited in connection with its proposed rights issue, following the Board of Directors' approval at its meeting held on May 9, 2026. The submission, communicated to BSE on May 12, 2026, is in continuation of the earlier announcement wherein the Board approved the terms of the rights issue. The issue documents include the Letter of Offer, Composite Application Form (CAF), Rights Entitlement Letter, and Plain Paper Application Form, all dated May 9, 2026. The Letter of Offer has also been submitted to the Securities and Exchange Board of India (SEBI) in compliance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended, and the relevant SEBI Circular dated March 11, 2025.

Rights Issue Details

The rights issue involves the issuance of up to 13,30,060 fully paid-up equity shares of face value ₹10 each, at an issue price of ₹112 per rights equity share, including a premium of ₹102 per share. The aggregate issue size is up to ₹1,489.66 Lakhs, assuming full subscription. The rights entitlement ratio is fixed at 5:1, meaning eligible shareholders will receive five rights equity shares for every one fully paid-up equity share held as on the record date of Friday, May 15, 2026. The issue price was determined by the Board at its meeting on May 9, 2026, after considering prevailing market conditions, financial performance, net worth position, business prospects, and the requirement of funds. The ex-rights price has been computed at ₹133.88 per equity share as per applicable SEBI regulations.

The following table summarises the key terms of the rights issue:

Parameter: Details Total Rights Equity Shares: 13,30,060 fully paid-up equity shares Face Value: ₹10 per share Issue Price: ₹112 per share (including premium of ₹102) Rights Entitlement Ratio: 5:1 (5 shares for every 1 share held) Aggregate Issue Size: Up to ₹1,489.66 Lakhs (assuming full subscription) Record Date: Friday, May 15, 2026 Issue Opening Date: Monday, May 25, 2026 Last Date for On-Market Renunciation: Friday, May 29, 2026 Issue Closing Date: Thursday, June 04, 2026 Last Date for Credit of Rights Entitlements: Monday, May 18, 2026 Finalisation of Basis of Allotment (on or about): Friday, June 05, 2026 Date of Allotment (on or about): Friday, June 05, 2026 Date of Credit (on or about): Monday, June 08, 2026 Date of Listing (on or about): Monday, June 08, 2026 RE-ISIN: INE629B20016

Objects of the Issue and Use of Proceeds

The company intends to utilise the net proceeds from the rights issue primarily for funding long-term working capital requirements and general corporate purposes. The gross proceeds are estimated at ₹1,489.66 Lakhs, with estimated issue-related expenses of ₹30.00 Lakhs, resulting in net proceeds of ₹1,459.66 Lakhs. The following table details the proposed utilisation:

Particulars: Estimated Amount (₹ in Lakhs) Gross Proceeds: 1,489.66 Less: Issue Expenses: 30.00 Net Proceeds: 1,459.66 Funding Long-Term Working Capital Requirements: 1,159.66 General Corporate Purposes: 300.00 Total Net Proceeds: 1,459.66

The company has appointed Infomerics Valuation and Rating Limited as the Monitoring Agency to oversee the utilisation of gross proceeds in accordance with Regulation 82 of the SEBI ICDR Regulations. The entire fund requirement is proposed to be met from the net proceeds, with no bridge loan arrangements in place.

Promoter Participation and Minimum Public Shareholding

The rights issue is being made exclusively to public shareholders, with the promoters — Next Orbit Growth Fund III (NOGF), Ultimate Investofin Ltd., and Sainaisha Traders Pvt. Ltd. — having indicated their intention to forgo their rights entitlements. As on the date of filing of the Letter of Offer, the promoters hold 94.64% of the paid-up equity share capital of the company. The issue is part of the company's efforts to reduce promoter shareholding and achieve compliance with the Minimum Public Shareholding (MPS) requirements under applicable SEBI regulations. In terms of Regulation 86 of the SEBI ICDR Regulations, the company is required to achieve a minimum subscription of at least 90% of the total issue size. In the event the issue remains undersubscribed, the Board may allot the unsubscribed portion to specific investor(s) in compliance with applicable laws.

Financial Performance and Post-CIRP Revival

Steelco Gujarat Limited had undergone a Corporate Insolvency Resolution Process (CIRP) under the Insolvency and Bankruptcy Code, 2016. The Hon'ble National Company Law Tribunal (NCLT), vide its order dated July 31, 2023, approved the Resolution Plan submitted by Next Orbit Growth Fund III. Pursuant to the Resolution Plan, the company allotted 47,00,000 equity shares of face value ₹10 each, aggregating to ₹4,70,00,000, to the Resolution Applicant/SPV effective March 31, 2024. The company had remained non-operational since November 2019 and recommenced commercial production with effect from July 14, 2025. The following table presents key financial indicators from the audited financial statements:

Particulars: FY 2024-25 FY 2023-24 Total Income from Operations (₹ in Lakhs): 417.73 30.82 Net Profit/(Loss) After Tax (₹ in Lakhs): (2,053.77) 16,540.85 Net Worth (₹ in Lakhs): 4,004.29 6,059.11 NAV per Share (₹): 80.63 122.01 Basic EPS (₹): (41.36) 333.08 Return on Net Worth (%): (51.29) (7.36)

The net loss in FY 2024-25 was primarily on account of elevated employee benefit expenses, finance costs, and other operational expenditures. The company's trade payables increased by 108.29% from ₹1,221.36 Lakhs in FY 2023-24 to ₹2,543.99 Lakhs in FY 2024-25, reflecting increased dependence on supplier credit during the revival phase. The company also has an outstanding unpaid gratuity liability of ₹411.60 Lakhs as per the audited financial statements for FY 2024-25.

Regulatory Compliance and Key Intermediaries

The company has made necessary arrangements with NSDL and CDSL for the credit of Rights Entitlements under a separate ISIN (INE629B20016) to the demat accounts of eligible shareholders prior to the issue opening date. BSE Limited has been designated as the stock exchange for the issue, and the company has received in-principle approval from BSE vide its letter dated February 11, 2026. MUFG Intime India Private Limited (formerly Link Intime India Private Limited) has been appointed as the Registrar to the Issue, and ICICI Bank Limited is the Banker to the Issue. The issue is not underwritten. All applications must be made mandatorily through the ASBA process. The Letter of Offer and related documents are available on the websites of the company ( www.steelcogujarat.com ), the Registrar ( www.mpms.mufg.com ), and BSE ( www.bseindia.com ).

Source: None/Company/INE629B01024/e050215d-80ce-4473-97c4-27365a52a43c.pdf