ARDEE INDUSTRIES LIMITED
	(TO BE LISTED ON THE MAIN BOARD OF BSE AND NSE)

Our Company was originally incorporated as 'Ardee Industries Private Limited', a private limited company under the provisions of Companies Act, 1956 at Chennai, Tamil Nadu, pursuant to a certificate of incorporation dated September 16, 1993, issued by Assistant Registrar of Companies, Tamil Nadu. Thereafter, our Company was converted into a public limited company pursuant to a board resolution dated March 29, 2025, and a special resolution passed by our Shareholders in an extra-ordinary general meeting held on April 1, 2025, and consequently, the name of our Company was changed to 'Ardee Industries Limited'. A fresh certificate of incorporation dated May 6, 2025, consequent upon conversion to a public limited company was issued by the Registrar of Companies, Central Registration Centre. Our Company's Corporate Identity Number is U24294DL1993PLC405804. For details in relation to the changes in the Registered Office of our Company, see "History and Certain Corporate Matters - Changes in the Registered Office of our Company" on page 244 of the Prospectus.

^Subject to finalisation of Basis of Allotment

1. Dependence on a limited number of customers, our top customers contributed to 40.64%, 51.22% and 72.42% of revenue from operations during the Fiscals 2026, 2025 and 2024, respectively.

We have served 52, 54 and 54 customers in the Fiscals 2026, 2025 and 2024, respectively. We have historically derived, and may continue to derive, a significant portion of our revenue from our top customer, top 5 customers and top 10 customers. Loss of any substantial portion of sales to any of these customers could have an adverse impact on our business, financial condition, results of operations and cash flows. The details of revenue from operations from our top customer, top 5 customers and top 10 customers for the Fiscals 2026, 2025 and 2024, is set out below:

(Rs. in million except for percentages)

2. Dependence on the battery and metal industries, 84.79%, 87.23% and 88.64% of our revenue from operations, was attributed to the battery and metal industries during the Fiscals 2026, 2025 and 2024, respectively.

Any downturn in the demand of battery and metal industries and the other industries in which our customers operate, could adversely affect our business, financial performance and condition. A bifurcation of end user industry-wise revenue from operations for the Fiscals 2026, 2025 and 2024 is set out below:

(Rs. in million, except for percentages)

*Others include scrap sales

3. Dependence on third-party suppliers for raw materials, our top ten suppliers contributed to 38.48%, 53.71% and 51.06%, of our total purchases of raw materials in the Fiscals 2026, 2025 and 2024, respectively.

We depend on third party suppliers for the supply of raw material required for our business operations. Any disruptions in the supply or availability of the raw material or fluctuations in their prices may have an adverse impact on our business operations, cash flows and financial performance. The table sets forth below cost of raw materials purchased from our top 5 and top 10 suppliers during the Fiscals 2026, 2025 and 2024:

(Rs. in million except for percentages)

4. Limited operating history:

In the year 2021, pursuant to the share purchase agreement our Promoters acquired the issued and paid-up share capital of our Company from erstwhile shareholders. We commenced the manufacturing pure lead and lead alloys in the Company in 2021, and accordingly, we have a limited operating history. There can be no assurance that our business will achieve or sustain profitability, or that our results will not vary significantly from year to year. However, we rely on industry experience and knowledge of our Promoters for conducting our business. The table below sets forth details of our revenue, EBITDA and EBITDA margin in the years indicated: However, we rely on industry experience and knowledge of our Promoters for conducting our business.

5. Risk due to high debt-to-equity ratio: Our debt-to-equity ratio as at Fiscals 2026, 2025 and 2024 was 1.25 times, 2.65 times and 4.87 times, respectively, as per our Restated Financial Information. Our high debt-to-equity ratio reflects our significant reliance on borrowed funds to finance operations and growth initiatives. This high leverage exposes us to several financial and operational risks, including increased interest payment obligations, reduce financial flexibility and affect our ability to obtain additional financing on favourable terms.

6. Dependence on labour for manufacturing operations, contract labour charges constituted 1.21%, 0.82% and 0.15% of our total expenses during Fiscals 2026, 2025 and 2024, respectively.

We operate in a labour-intensive industry. The success of our operations depends on the continued availability of labour. In the event of non-availability of contract labour or increase in labour cost or any adverse regulatory orders or strikes or labour unrest, it may have a material adverse impact on our operations. The table below sets forth our contract labour charges as a percentage of total expenses, for the Fiscals indicated:

(Rs. in million, except for percentages)

7. Any adverse revision to our credit rating by rating agencies may affect our ability to raise additional financing and the interest rates and other commercial terms at which such funding is available. Our borrowing facilities are currently rated CRISIL BBB+/Stable for long-term bank facilities and CRISIL A2 for short-term bank facilities by CRISIL Ratings Limited.

8. Our inability to comply with the terms of our financing arrangements or service our debt obligations, and fluctuations in interest rates, could adversely affect our business, financial condition, results of operations and cash flows. As of June 30, 2026, our total outstanding borrowings were Rs. 1,820.65 million. Finance costs constituted 2.27%, 1.92% and 2.29% of our total expenses for Fiscals 2026, 2025 and 2024, respectively.

9. Dependence on repeat customers for a significant portion of revenue. Repeat customers contributed 85.86%, 83.68% and 92.80% of our Revenue from Operations during the Fiscals 2026, 2025 and 2024 respectively.

We derived 83.68% to 92.80% of our Revenue from Operations from repeat customers in the preceding three Fiscals. Loss of any of such customers for any reason or reduction in orders placed by them to us, could have a material adverse effect on our business, results of operations, financial condition and cash flows. Set forth below are the number of repeat customers and new customers, along with the revenue earned from them during the last three Fiscals provided below:

10. Geographic concentration of revenue: While our domestic revenues are spread across 12 states/union territories, however, we generated about 40.84%-74.14% of our Revenue from Operations from Andhra Pradesh during the preceding three Fiscals. Further, as of March 31, 2026, our export operations are spread across eight (8) countries, with countries such as, Singapore, Switzerland, Hong Kong and South Korea, contributing to 17.63% to 39.83% of our revenue from operations, on an aggregate basis, during the preceding three Fiscals. Such geographical concentration of our business in these regions heightens our exposure to adverse developments related to competition, as well as economic, demographic and political changes in these regions which may adversely affect our business prospects, financial condition and results of operations.

11. Offer related risk: The Offer is by way of an Offer for Sale of up to 19,975,000 Equity Shares of face value of Rs. 2 each aggregating up to Rs. 1,058.68 million by Sandeep Aggarwal and Nikunj Aggarwal, who are also our Promoters and who shall be entitled to the entire proceeds from the Offer (net of its portion of the Offer-related expenses) and the Company will not receive any proceeds from the Offer.

12. The Price/Earnings Ratio based on diluted EPS for Financial Year 2026 for the Company at the upper end of the price band is 15.96. The average Industry peer group Price / Earnings ratio is 33.63.

13. Weighted Average Return on Net Worth for Financial Years ended 2026, 2025 and 2024 is 51.55.

14. The average cost of acquisition of Equity Shares for Promoter Selling Shareholders is Rs. Nil per Equity Share.

15. Weighted average cost of acquisition of Equity Shares of the Promoters (also the Promoter Selling Shareholders)

As certified by Nangia & Co. LLP, Chartered Accountants (FRN: 002391C / N500069), Statutory Auditors of our Company, by way of its certificate dated July 27, 2026. *Pursuant to a resolution passed by our Board dated June 30, 2025 and a resolution passed by our Shareholders dated July 15, 2025, equity shares of face value of Rs. 100 each of our Company were sub-divided into Equity Shares of face value of Rs. 2 each. Consequently, the issued and subscribed share capital of our Company comprising 318,530 equity shares of face value of Rs. 100 each was sub-divided into 15,926,500 Equity Shares of face value of Rs. 2 each. *The equity shares were issued by way of bonus in the proportion of 15 (fifteen) equity shares of face value of Rs. 2 each for every 1 (one) equity share of face value of Rs. 2 each held by the equity Shareholders, authorized by a resolution passed by the Board at their meeting held on July 18, 2025 and by a resolution passed by the Shareholders at its EGM held on July 25, 2025 with the record date as August 14, 2025, in the manner set out above by capitalization of the free reserves and securities premium account of our Company or any other permitted reserve/surplus of our Company.

16. Weighted average cost of acquisition of all Equity Shares transacted by the shareholders in the three years, eighteen months and one year preceding the date of the Prospectus. Weighted average cost of acquisition of all Equity Shares transacted by the shareholders in the three years, eighteen months and one year preceding the date of the Prospectus is set forth below:

As certified by Nangia & Co. LLP, Chartered Accountants (FRN: 002391C / N500069), Statutory Auditors of our Company, by way of its certificate dated July 27, 2026. As adjusted for sub-division and bonus issue of equity shares.

This Offer was made through the Book Building Process, in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR") read with Regulation 31 of the SEBI ICDR Regulations and in compliance with Regulation 6(1) of the SEBI ICDR Regulations, wherein not more than 50% of the Offer was available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs" and such portion, the "QIB Portion"), provided that our Company, in consultation with the Book Running Lead Manager, allocated 60% of the QIB Portion to Anchor Investors on a discretionary basis in accordance with the SEBI ICDR Regulations ("Anchor Investor Portion"), of which 40% was made available for allocation as follows, (i) 33.33% was made available for allocation to domestic Mutual Funds, and (ii) 6.67% for Life Insurance Companies and Pension Funds, subject to valid Bids having been received from domestic Mutual Funds, Life Insurance Companies and Pension Funds at or above Anchor Investor Allocation Price. In the event of under-subscription, or non-allocation in the Anchor Investor Portion, the balance Equity Shares may be added to the Net QIB Portion. Further, 5% of the Net QIB Portion was made available for allocation on a proportionate basis only to Mutual Funds, subject to valid Bids having been received at or above the Offer Price, and the remainder of the Net QIB Portion was made available for allocation on a proportionate basis to all QIBs, including Mutual Funds. Further, not less than 15% of the Offer was made available for allocation to Non-Institutional Bidders, of which one-third of the Non-Institutional Portion was made available for allocation to Non-Institutional Bidders with a Bid size of more than Rs. 0.20 million and up to Rs. 1.00 million and two-thirds of the Non-Institutional Portion was made available for allocation to Non-Institutional Bidders with a Bid size of more than Rs. 1.00 million provided that under-subscription in either of these two sub-categories of the Non-Institutional Portion could have been allocated to Non-Institutional Bidders in the other sub-category of Non-Institutional Portion in accordance with the SEBI ICDR Regulations, subject to valid Bids having been received at or above the Offer Price, and not less than 35% of the Offer was made available for allocation to Retail Individual Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids having been received from them at or above the Offer Price. All potential Bidders (except Anchor Investors) were mandatorily required to participate in the Offer through the Application Supported by Blocked Amount ("ASBA") process by providing details of their respective ASBA accounts and UPI ID in case of UPI Bidders using the UPI Mechanism (as defined hereinafter), as applicable, pursuant to which their corresponding Bid Amount was blocked by the Self Certified Syndicate Banks ("SCSBs") or by the Sponsor Bank(s) under the UPI Mechanism, as the case may be, to the extent of the respective Bid Amounts. Anchor Investors were not permitted to participate in the Offer through the ASBA process. For details, see "Offer Procedure" on page 415 of the Prospectus.

The Offer received 4,134,666 applications for 7,849,761,414 Equity Shares (including applications from Anchor Investors and prior to rejections considering only valid bids) resulting in 97.69 times subscription. The details of the applications received in the Offer from various categories (including Anchor Investors) are as under (before rejections):

** This excludes 16,506 applications for 5,811,361 Equity Shares aggregating to Rs. 308,119,029/- from Retail Individual which were not in bid book but which were banked.

A summary of the final demand as per BSE and NSE as on the Bid/Offer Closing Date at different Bid prices is as under:

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being NSE on Monday, August 10, 2026.

The Basis of Allotment to the Retail Individual Investors, who have bid at the Cut-Off Price or at the Offer Price of Rs. 53 per Equity Share, was finalized in consultation with NSE. This category has been subscribed to the extent of 46.25 times (after rejections). The total number of Equity Shares Allotted in Retail Portion is 28,123,183 Equity Shares to 100,082 successful Retail Individual Investors. The category-wise details of the Basis of Allotment are as under:

Please Note : 1 additional Share shall be allocatted to 141 Allottees from amongst 8534 Successful Applicants from the categories 562 to 3653 (i.e.excluding successful applicants from Category 281) in the ratio of 141 : 8534.

The Basis of Allotment to the Non-Institutional Investors (More than Rs. 200,000 and up to Rs. 1,000,000), who have bid at the Offer Price of Rs. 53 per Equity Share was finalized in consultation with NSE. The sub-category of the Non-Institutional Portion comprising Non-Institutional Investors Bidding (More than Rs. 200,000 and up to Rs. 1,000,000) has been subscribed to the extent of 217.47 times (after rejections). The total number of Equity Shares Allotted in this category is 4,017,598 Equity Shares to 1,021 successful Non- Institutional Investors. The category-wise details of the Basis of Allotment are as under: (Sample)

Please Note: 1 (One) lot of 3934 shares have been allocated to all the 961 Non Allottees Applicants in Categories with ZERO/NO Allotment in the ratio of 3 : 961

Please Note: 17 additional Shares have been allocated to all 57 Successful Allottees from all the Categories (4215 to 18827) except Category 3934 in the ratio of 1 : 1

Please Note: 1 additional Shares have been allocated to all 57 Successful Allottees from all the Categories (4215 to 18827) except Category 3934 in the ratio of 15 : 57

The Basis of Allotment to the Non-Institutional Investors (More than Rs. 1,000,000), who have bid at the Offer Price of Rs. 53 Equity Share was finalized in consultation with the NSE. The sub-category of the Non-Institutional Portion comprising Non-Institutional Investors Bidding above Rs. 1,000,000 has been subscribed to the extent of 289.29 times (after rejections). The total number of Equity Shares Allotted in this category is 8,035,195 Equity Shares to 2,042 successful applicants Non-Institutional Investors. The category-wise details of the Basis of Allotment are as under (Sample):

Please Note: 1 (One) lot of 3934 shares have been allocated to all the 811 Non Allottees Applicants in Categories with ZERO/NO Allotment in the ratio of 12 : 811

Please Note: 1 additional Shares have been allocated to all 2042 Successful Allottees from all the Categories in the ratio of 26 : 27

D. Allotment to QIBs (Excluding Anchor Investors) (after rejections)

Allotment to QIBs (excluding Anchor Investors), who have Bid at the Offer Price of Rs. 53 per Equity Share has been done on a proportionate basis in consultation with NSE. This category has been subscribed to the extent of 201.44 times of Net QIB Portion. As per the SEBI ICDR Regulations, Mutual Funds were Allotted 5% of the Equity Shares of Net QIB Portion available i.e. 803,519 Equity Shares and other QIBs including Mutual Funds were Allotted the remaining available Equity Shares i.e. 15,266,871 Equity Shares on a proportionate basis. The total number of Equity Shares Allotted in the Net QIB Portion is 16,070,390 Equity Shares, which were allotted to 163 successful QIB Bidders. The category-wise details of the Basis of Allotment are as under.

E. Allotment to Anchor Investors

The Company, in consultation with the BRLM has allotted 24,105,584 Equity Shares to 7 Anchor Investors (through 7 Anchor Investor Application Forms, including 1 domestic Mutual Funds through 1 Mutual Fund schemes) at an Anchor Investor Offer Price of Rs. 53 per Equity Share in accordance with the SEBI ICDR Regulations. This represents 60% of total QIB portion.

The IPO Committee in their meeting held on August 10, 2026 has taken on record the Basis of Allotment of Equity Shares approved by the Designated Stock Exchange, being NSE and allotment resolution was passed on August 10, 2026. The Allotment Advice-cum-Unblocking intimations have been dispatched to the email id of the Investors as registered with the depositories. Further, the instructions to the Self Certified Syndicate Banks for unblocking of funds, transfer to Public Offer Account have been issued on August 10, 2026 and payments to non-Syndicate brokers have been issued on August 11, 2026. In case the same is not received within ten days, investors may contact the Registrar to the Offer at the address given below. The Equity Shares Allotted to the successful Allottees have been uploaded on August 11, 2026 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories. The Company filed the Listing application with NSE and BSE on August 11, 2026. The Company has received listing and trading approval from NSE and BSE and the trading will commence on Wednesday, August 12, 2026.

Note: All capitalised terms used and not specifically defined herein shall have the same meaning as ascribed to them in the Prospectus.

INVESTORS PLEASE NOTE

The details of the Allotment made will be hosted on the website of the Registrar to the Offer, KFin Technologies Limited at www.kfintech.com.

All future correspondence in this regard may kindly be addressed to the Registrar to the Offer quoting full name of the First/Sole Bidder, Bid cum Application Form number, Bidder DP ID, Client ID, PAN, date of submission of Bid cum Application Form, address of the Bidder, number of Equity Shares applied for, the name and address of the Designated Intermediary where the Bid cum Application Form was submitted by the Bidder and a copy of the Acknowledgement Slip received from the Designated Intermediary at the address given below:

KFin Technologies Limited

Selenium, Tower B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad 500 032 Telangana, India, Telephone: +91 40 6716 2222/ 1800 309 4001, Email: ardeeindustries.ipo@kfintech.com

Investor grievance email: ein-ward.ris@kfintech.com, Website: www.kfintech.com

Contact Person: M Murali Krishna, SEBI Registration No.: INR000000221

THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF ARDEE INDUSTRIES LIMITED.

Ardee Industries Limited filed Prospectus dated August 9, 2026, with the RoC on August 9, 2026. The Prospectus is available on the website of the Company at www.ardeeindustries.com, SEBI at www.sebi.gov.in, as well as on the websites of the BRLM, i.e. Pantomath Capital Advisors Private Limited at www.pantomathcapital.com, respectively and the websites of National Stock Exchange of India Limited and BSE Limited at www.nseindia.com and www.bseindia.com, respectively. Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risk, please see "Risk Factors" on page 26 of the Prospectus.

This announcement does not constitute an invitation or offer of securities for sale in any jurisdiction.

The Equity Shares offered in the Offer have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act") or any other applicable law of the United States, and unless so registered, may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws. Accordingly, the Equity Shares are being offered and sold outside of the United States in "offshore transactions" as defined in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where such offers and sales are made.