MERGERS ACQUISITIONS

Hitech Corp. announces an acquisition

Hitech Corp.HITECHCORP

TL;DR

The calculated floor price is Rs 252 per equity share, determined under Regulation 19A of the SEBI (Delisting of Equity Shares) Regulations, 2021, using 26 May 2026 as the reference date. This is the minimum offer price; the indicative price was Rs 353 per share.

Based on the SEBI (Delisting of Equity Shares) Regulations, 2021, what is the calculated floor price for the delisting offer, and what is the current public shareholding percentage that the promoter group must acquire to reach the 90% threshold required for a successful delisting?

The calculated floor price is Rs 252 per equity share, determined under Regulation 19A of the SEBI (Delisting of Equity Shares) Regulations, 2021, using 26 May 2026 as the reference date. This is the minimum offer price; the indicative price was Rs 353 per share. [1]

Shareholding required for the 90% threshold

  • Current promoter holding: 74.43%
  • Current public shareholding: 25.57%
  • Required holding for successful delisting: 90.00%
  • Public shares the promoter group must acquire: 90.00% − 74.43% = 15.57 percentage points of total equity

Thus, the promoter group needs to acquire 15.57% of the company, equivalent to approximately 60.89% of the currently held public shares (`15.57 ÷ 25.57`). The full public shareholding is 25.57%, but acquiring all of it is not mathematically required to cross the 90% threshold.

How does the floor price for the delisting offer compare to the company's current book value per share and its trailing twelve-month (TTM) P/E ratio, and how does this valuation align with the company's recent capital expenditure cycle and free cash flow generation?

Verdict: The Rs 252 delisting floor values Hitech Corporation at approximately 15.21x its latest book value and 24.66x TTM earnings. That is materially below the Rs 412.15 closing price on 27 October 2026, but it is still a substantial premium to book. Against FY26 cash generation, the floor appears to rely more on sustained earnings and growth than on near-term asset value or free-cash-flow support.

Floor-price valuation

The latest reported book value per share and TTM EPS are for Q1 FY27. The market price was approximately 63.55% above the floor, or equivalently, the floor represented a 38.85% discount to the 27 October close. The floor should be viewed as the regulatory minimum offer price; the acquirer separately indicated Rs 353 per share as the indicative price [2].

Capex and free-cash-flow alignment

FY26 capex was Rs 36.86 Crores, equal to 5.8% of revenue [5] [6]. Operating cash flow was reported as 6.8% of FY26 revenue [7], with FY26 revenue of Rs 640.40 Crores [8].

Using those reported ratios, a mechanical FY26 estimate is:

  • Operating cash flow: approximately Rs 43.55 Crores, derived from 6.8% of Rs 640.40 Crores.
  • Free cash flow proxy: approximately Rs 6.7 Crores, derived as Rs 43.55 Crores OCF less Rs 36.86 Crores capex.
  • Implied FCF margin: approximately 1.0% of revenue.
  • Capex consumed approximately 85% of derived operating cash flow.

This points to positive but thin free-cash-flow conversion after investment. The data support one FY26 capex datapoint; a multi-year capex cycle, project-level allocation, commissioning status and capex returns could not be confirmed.

What supports the valuation—and what does not

Q1 FY27 showed revenue growth of 36.9% YoY, EBITDA growth of 16.5% and PAT growth of 49.7% [9] [10] [11]. That provides evidence of operating momentum, but Q1 FY27 EBITDA margin was 10.8%, below the TTM margin of 11.7% [12] [13]. Thus, the floor valuation is more consistent with expectations of continued scale-up than with demonstrated margin expansion or robust cash surplus.

The main limitation is period alignment: the valuation uses TTM Q1 FY27 earnings, while the latest capex and OCF data are FY26. TTM capex and TTM free cash flow could not be confirmed.

MeasureAt delisting floorAt 27 October market price
Price per shareRs 252 [2]Rs 412.15
Price-to-book15.21x, derived from Rs 252 / Rs 16.57 book value per share [3]24.87x, derived from Rs 412.15 / Rs 16.57
TTM P/E24.66x, derived from Rs 252 / Rs 10.22 TTM EPS [4]40.33x, derived from Rs 412.15 / Rs 10.22

Following the promoter's initial expression of interest, what is the confirmed timeline for the board meeting to approve the delisting proposal and the subsequent requirement for a special resolution by public shareholders under the SEBI delisting framework?

The confirmed sequence was:

  • Initial expression of interest: The promoter/acquirer’s Initial Public Announcement was submitted on 25–26 May 2026. [1]
  • Board approval: Hitech Corporation’s board considered and approved the voluntary delisting proposal at its meeting on 9 June 2026. [2]
  • Public-shareholder approval: The proposal then required approval by a special resolution of the public shareholders, conducted through postal-ballot voting. The voting results were announced on 10 July 2026; 99.67% of votes cast by public shareholders were in favour, satisfying the SEBI requirement that votes in favour be at least twice those against. [14]

Thus, the process moved from the promoter’s May expression of interest to board approval on 9 June, followed by the public-shareholder special resolution completed on 10 July 2026.

Sources

  1. [1]Dated: 28 May, 2026 To, To, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra-Kurla — Nsearchives, 2026-05-28T00:00:00
  2. [2]HITECH — Nsearchives, 2026-06-09T00:00:00
  3. [3]Book Value Per Share
  4. [4]TTM Diluted EPS
  5. [5]TTM Capex
  6. [6]TTM Capex to Revenue
  7. [7]TTM OCF to Revenue
  8. [8]TTM Revenue INR
  9. [9]Revenue INR YoY
  10. [10]EBITDA YoY
  11. [11]PAT YoY
  12. [12]EBITDA Margin
  13. [13]TTM EBITDA Margin
  14. [14]National Stock Exchange of India Limited Scrip Symbol ... — Nsearchives, 2026-09-29T00:00:00

Keep digging

Based on the SEBI (Delisting of Equity Shares) Regulations, 2021, what is the calculated floor price for the delisting offer, and what is the current public shareholding percentage that the promoter group must acquire to reach the 90% threshold required for a successful delisting?

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