EL7.AI
Mergers & AcquisitionsMedium•7 November 2026•
3 min read

Tech Mahindra Commits to Buy 7.89 Million Pininfarina Shares for 9.46 Million Euros

Key Facts

1BF Holdings committed to buy 7.89 million shares, representing 10.02% of Pininfarina, for up to 9.46 million euros.
2The stake would rise from 82.57% to 92.59% if the proposed transaction is successfully completed.
3The voluntary offer covers up to 13.7 million shares, or 17.42% of the company.
4The proposed cash price is 1.20 euros per share, with the transaction expected to be completed by December 31, 2026, after the required approvals.

Tech Mahindra said in a disclosure carried on November 6 that its subsidiary, BF Holdings, had committed to buy 7.89 million ordinary shares in Pininfarina, representing 10.02% of the company, for up to 9.46 million euros. The commitment is part of a previously announced voluntary tender offer, and is not an announcement that the offer began on November 6. If the proposed transaction is completed, the subsidiary’s stake would rise from 82.57% currently to 92.59%. That figure remains conditional on completion of the purchase and the required approvals, and does not represent a stake already acquired. The announced commitment is part of a broader offer targeting the purchase of up to 13.7 million shares, or 17.42% of the Italian company’s share capital.

The proposed transaction sets a cash consideration of 1.20 euros per share, subject to the necessary approvals from the Italian Presidency of the Council of Ministers. The company said completion is expected by December 31, 2026, at the latest. This means reaching a 92.59% stake depends on completing the procedures and meeting the conditions, including government approval, by the expected deadline. The maximum value of the shares BF Holdings has committed to buy is 9.46 million euros, according to the disclosure. The 10.02% figure applies to the shares covered by this commitment and does not describe the full size of the voluntary offer.

The offer was announced on September 16, 2026, according to Pininfarina’s page on the public offer, and is being made exclusively in Italy because the company’s shares are listed solely on Euronext Milan. Italy’s securities regulator, Consob, approved the offer document before the acceptance period began on October 26. The original period was scheduled to end on November 20, 2026. The terms provided for the possibility of reopening it from November 30 to December 4 if the required conditions were met. The offer aims to acquire all of Pininfarina’s share capital and delist the company, according to a report by Radiocor carried by Borsa Italiana. The acceptance period is due to end on November 20 unless it is extended.

The price of 1.20 euros per share includes a premium of 44% over the official price of 0.833 euros on September 15, 2026, according to ANSA. This comparison provides a price reference from the day before the offer was announced on September 16. The proposed cash price sets a value for shares whose owners accept the offer, while completion of the purchase remains subject to approvals and conditions. According to a Pininfarina statement, the offer is subject to disclosure procedures and Italian legal rules, and is directed exclusively within Italy because of where the shares are listed. The delisting objective comes as part of the offer’s aim to acquire all of the company’s share capital, while the commitment announced in November covers only some of the targeted shares.

The consolidated trading figures cited by the source show successive increases in the years ended December 31: they amounted to 87.2 million euros in 2023, then 91.1 million in 2024, and reached 102.7 million euros in 2025. The 2025 figure was higher than those of the previous two years, according to the published comparison, but describes consolidated trading and does not refer to profits. These figures provide background on the company’s financial activity in the period before the offer. The investment relationship also dates back to an agreement announced by Tech Mahindra and Mahindra on December 14, 2015, with Pincar to buy a controlling stake in Pininfarina. That agreement provides historical context for Tech Mahindra’s ownership, while the current move concerns increasing its stake through the voluntary offer.