Novus Capital Advisors Pvt Ltd ("Manager to the Offer") has submitted to BSE a copy of Draft Letter of Offer in relation to an Open offer to the public shareholders of Prabhhans Industries Ltd ("Target Company").

DRAFT LETTER OF OFFER “THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION” This Draft Letter of Offer is sent to you as a Public Shareholder (as defined later) of Prabhhans Industries Limited. If you require any clarifications about the action to be taken, you may consult your stock broker or investment consultant or Manager to the Offer / Registrar to the Offer (as defined below). In case you have recently sold your equity shares of Prabhhans Industries Limited, please hand over the Letter of Offer and the a ccompanying Form of Acceptance cum Acknowledgment to the member of the stock exchange through whom the said sale was affected. OPEN OFFER BY Name Acquirers/PACs Address Contact details Email Address Exigo Recycling Acquirer-1 F-36, First Floor East of Kailash, South Delhi, New +91 9896000658 sourcing@exigorecycling.com Private Limited Delhi-110065 (PAN: AADCE2257P) Raman Sharma Acquirer-2 House No. 1194, Block C, Sushant City Ansal, +91 9896000658 raman@exigorecycling.com (PAN: DIDPS9472J) Panipat, Haryana - 132103 Anagh Ojha Acquirer-3 Flat no. 35, Building A-10, DDA Golf Link +91 9355540514 anagh@urjamobility.in (PAN: ADIPO7459A) Apartment, Sector-23B, South West Delhi, Delhi- 110075 Pankaj Chopra Acquirer-4 House No. 859, Sector-37, Faridabad, Haryana - +91 9871346000 pc@urjamobility.in (PAN: ABTPC9341C) 121003 Kanika Gurjar PAC-1 Farm No. 2, Gurudwara Road, Khasra No. 39/2, +91 9811629292 kanikagurjar@gmail.com (PAN: APVPG1950K) Gadai Pur, South Delhi, Delhi-110030 Ashok Sharma PAC-2 House No. 1194, Block C, Sushant City Ansal, +91 9996500530 ashoksharma@exigorecycling.com (PAN: ABZPS3244G) Panipat, Haryana - 132103 To Eligible Shareholder(s) of PRABHHANS INDUSTRIES LIMITED (“TARGET COMPANY”) Registered Office: Plot No. 270E/A, MCH No. 985, Road No. 10, Jubilee Hills, Hyderabad, Telangana – 500033 Corporate Office: House No.248, Karta Ram Gali Ghass Mandi, Chaura Bazar, Ludhiana, Punjab-141008 Email: secretarial.compliance9@gmail.com; Website: www.prabhhansindltd.in; CIN: L70200TG1993PLC016389 To acquire upto 54,82,248* (Fifty-Four Lakh Eighty-Two Thousand Two Hundred and Forty-Eight) Equity Shares of face value INR 10/- (Rupees Ten Only) each(“Offer Shares”), representing 15.84% of the Total Expanded Voting Equity Share Capital of the Target Company , as of the 10 (tenth) working day from the closure of the tendering period of the Open Offer, for cash at a price of ₹41.30/- (Rupees Forty-One Point Three only) per equity share (“Offer Price”), payable in cash, pursuant to the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, including amendments thereto (“Takeover Regulations”). *In terms of Regulation 7(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“SEBI SAST Regulations”), the open offer is required to be made for at least 26% (twenty six percent) of the Expanded Voting Share Capital of the Target Company. As on the date of 10th working day from closure of tendering period, the public shareholding of the Target Company comprises 15.84% (Fifteen Point Eight Four Percent) of the Expanded Voting Share Capital, after excluding the Other Shareholders of the Transferor Companies who are proposed allottees in the preferential issue and are considered as Deemed Persons Acting in Concert with the Acquirers for the purposes of this open offer and are, accordingly, ineligible to participate in the Open Offer in compliance with the provisions of regulation 7(6) of the SEBI (SAST) Regulations, 2011). Accordingly, the open offer is being made to the eligible public shareholders holding 15.84% (Fifteen-Point Eight Four Percent) of the Expanded Voting Share Capital of the Target Company. 1. This Offer is being made by the Acquirers and PACs pursuant to regulations 3(1) & 4 of the Takeover Regulations for control over the Target Company. 2. This Offer is not conditional upon any minimum level of acceptance in terms of Regulation 19 of SEBI (SAST) Regulations. 3. This Offer is not a competing offer in terms of Regulation 20 of the SEBI (SAST) Regulations. 4. Other than as set out in Para 8.17 (Statutory and Other Approvals) of Section 8 (Terms and Conditions of the Offer) as on the date of this Draft Letter of Offer, there are no other statutory or other approvals required for the consummation of the Transaction (as defined below). In case any other statutory or other approvals become applicable and are required by the Acquirers at a later date before the closure of the Tendering Period (as defined below), this Open Offer shall be subject to receipt of such further approvals. 5. If there is any upward revision in the Offer Price/ Offer Size by the Acquirers/PACs at any time upto one (01) working day prior to the commencement of the Tendering Period, i.e., November 26, 2026 (Thursday), in terms of Takeover Regulations, the same would also be informed by way of an announcement in the same newspapers where the Detailed Public Statement (“DPS”) was published. Such revised Offer Price would be payable by the Acquirers to all the shareholders, who have validly tendered their equity shares any time during the Tendering Period to the extent their equity shares have been verified and accepted under the Offer, by the Acquirers. If the Offer is withdrawn pursuant to Regulation 23 of the Takeover Regulation, the same would be communicated within two (02) working days by an announcement in the same newspapers in which the DPS had been published. 6. The Acquirers and PACs may withdraw the Open Offer in accordance with Regulation 23 of the SEBI (SAST) Regulations, 2011. In the event of such a withdrawal of the Open Offer (as referred to in Risk Factor No.4 under “Risk relating to the Offer”), the Acquirers (through the Manager) shall, within 2 Working Days of such withdrawal, in the same newspapers in which the DPS had appeared, make an announcement of such withdrawal stating the grounds for the withdrawal in accordance with Regulation 23(2) of the SEBI (SAST) Regulations and simultaneously inform to SEBI, the Stock Exchange and the Target Company at its registered office. 7. The Procedure for acceptance is set out in Section 9 of this DLOF. A Form of Acceptance is enclosed with this DLOF. 8. There has been no competing offer as on date of this Draft Letter of Offer. If there is a competitive offer, then the Offer under all subsisting bids shall open and close on the same date. 9. A copy of the Public Announcement (“PA”), the Detailed Public Statement (“DPS”) are available on the website of Securities and Exchange Board of India (“SEBI”) at www.sebi.gov.in, and copy of this Draft Letter of Offer (“DLOF”) and Letter of Offer (“LOF”) (including the Form of Acceptance cum acknowledgement) will also be available on the website of SEBI at www.sebi.gov.in. All future correspondence, if any, should be addressed to the Manager / Registrar to the Offer at the following addresses: MANAGER TO THE OFFER REGISTRAR TO THE OFFER NOVUS CAPITAL ADVISORS PRIVATE LIMITED VENTURE CAPITAL AND CORPORATE INVESTMENTS (Formerly known as Fast Track Finsec Private Limited) PRIVATE LIMITED Office No. V-116, 1st Floor, New Delhi House, 27, Barakhamba Road, New Delhi- 4th & 5th Floors, Aurum, Door No .4-50/P-II/57/4F & 5F, Plot No. 110001 57, Jayabheri Enclave Phase - II, Gachibowli, Hyderabad - 500032 Tel:011-43029809; Tel: +91-40-23818475/7331119593 Website: www.novuscaps.com Email: investor.relations@vccipl.com Email: takeover@novuscaps.com Website: www.vccipl.com Contact person: Mr. Vikas Kumar Verma Contact Person: P V Srinivasa Rao/ E S K Prasad SEBI Registration No.: INM000012500 SEBI Reg. No: INR000001203 CIN: U65191DL2010PTC200381 CIN: U65993TG1986PTC006936 OFFER OPENS ON: November 26, 2026 (Thursday) OFFER CLOSES ON: December 09, 2026 (Wednesday) TENTATIVE SCHEDULE OF ACTIVITIES PERTAINING TO THE OFFER Activity Schedule Day and Date Date of the Public Announcement September 30, 2 [Showing first 8,000 characters — download PDF for full document]