Cosmic CRF Ltd (543928)
📢 Recent Corporate Announcements
Cosmic CRF Limited has scheduled a meeting of its Board of Directors on September 9, 2026. The agenda includes considering and approving the conversion of 1,54,400 convertible share warrants held by the Promoter Group into equity shares. Following the conversion, the board will also consider and approve the allotment of 1,54,400 corresponding equity shares.
- Board meeting scheduled for September 9, 2026, at 11:30 AM IST.
- Proposal to convert 1,54,400 convertible share warrants held by the Promoter Group.
- Proposal to allot 1,54,400 equity shares upon warrant conversion.
Cosmic CRF's Board has approved the conversion of 1,42,000 convertible share warrants into fully paid-up equity shares for promoter group entities at Rs 1,614 per share. The company received Rs 17.19 crore (Rs 1,210.50 per warrant, representing the balance 75% exercise price), completing the total warrant issue value of Rs 22.92 crore. Consequently, the company's paid-up share capital expanded from 92,06,243 shares to 93,48,243 shares (a ~1.54% dilution). In addition, retired Calcutta High Court Judge Mr. Pranab Kumar Chatterjee was appointed as an Additional Director.
- Allotted 1,42,000 equity shares of face value Rs 10 each at an issue price of Rs 1,614 upon warrant conversion
- Received balance 75% exercise price of Rs 1,210.50 per warrant, aggregating to Rs 17.19 crore
- Total warrant proceeds stand at Rs 22.92 crore, with Rs 5.73 crore received upfront during issuance
- Allottee promoter holding increased from 36.60% (33.70 lakh shares) to 37.56% (35.12 lakh shares)
- Appointed Mr. Pranab Kumar Chatterjee, former Senior most Puisne Judge of Calcutta High Court, as Additional Director
Cosmic CRF Limited has scheduled a Board of Directors meeting on Thursday, August 27, 2026. The board will consider and approve the conversion and allotment of 1,42,000 convertible share warrants held by the promoter group into equity shares. Additionally, the board will consider appointing Mr. Pranab Kumar Chatterjee as an Additional Director of the company.
- Board meeting scheduled for August 27, 2026 at 11:00 AM IST
- Proposal to convert 1,42,000 convertible share warrants held by the promoter group into equity shares
- Proposal to allot 1,42,000 equity shares upon conversion of warrants
- Proposal to appoint Mr. Pranab Kumar Chatterjee (DIN: 11898028) as an Additional Director
Cosmic CRF Limited has informed exchanges regarding the rescheduling of its virtual 1x1 investor meeting with Shanghvi Family Office. The interaction, originally scheduled for August 22, 2026, at 12:00 Noon IST, will now take place on Monday, August 24, 2026, at 12:30 PM IST. The meeting is coordinated by the company's IR firm, Kaptify, and no unpublished price-sensitive information (UPSI) will be shared.
- Meeting rescheduled to Monday, August 24, 2026, at 12:30 PM IST
- Original meeting date was August 22, 2026, at 12:00 Noon IST
- Interaction is a virtual 1x1 meeting with Shanghvi Family Office organized by Kaptify
- Discussions will be strictly limited to publicly available information
Cosmic CRF Ltd has informed the exchange about a scheduled virtual 1x1 meeting with the Shanghvi Family Office on August 22, 2026, at 12:00 PM IST. The meeting is organized by the company's investor relations firm, Kaptify. The company affirmed that no unpublished price-sensitive information (UPSI) will be discussed during the interaction.
- Virtual 1x1 interaction scheduled with Shanghvi Family Office on August 22, 2026, at 12:00 Noon IST
- Meeting organized via Investor Relations partner Kaptify
- Company confirmed discussions will strictly rely on publicly available information with no UPSI shared
Cosmic CRF has issued a corrigendum to its August 3, 2026 EOGM notice regarding the shareholding pattern for a proposed preferential issue. The total share count will expand from 92,06,243 shares to 99,31,284 shares (an issuance of 7,25,041 shares). Following the issue, promoter shareholding will increase from 55.15% (50,76,800 shares) to 57.81% (57,41,045 shares), while public shareholding will dilute accordingly. The EOGM is scheduled for September 2, 2026.
- Proposed preferential issue expands total equity share base from 92,06,243 to 99,31,284 shares (+7,25,041 shares)
- Promoter holding to increase from 55.15% (50,76,800 shares) to 57.81% (57,41,045 shares)
- Alternate Investment Funds (AIF) to hold 60,796 shares (0.61%) post-issue
- Non-institutional public holding will adjust from 43.63% to 40.44% post-issue
- EOGM for shareholder approval to be conducted via e-voting on September 2, 2026
Cosmic CRF has scheduled an EGM on September 2, 2026, to approve a preferential issue of 7,25,041 shares at Rs 1,330 each to acquire the remaining 26% stake in N. S. Engineering Projects Pvt. Ltd. (NSEPPL). This share-swap transaction, valued at Rs 96.43 Cr, will make NSEPPL a 100% subsidiary, consolidating a key asset that provides 65,000 MTPA of the company's 120,000 MTPA total capacity. Additionally, the company is seeking shareholder approval to migrate from the BSE SME platform to the Main Boards of both BSE and NSE, a move typically aimed at increasing institutional participation and liquidity.
- Preferential issue of 7,25,041 equity shares at a price of Rs 1,330 per share (including Rs 1,320 premium).
- Total transaction value of Rs 96.43 Cr to acquire 30,71,025 shares (26% stake) of NSEPPL.
- Share swap ratio fixed at 236.09 Cosmic CRF shares for every 1,000 shares of NSEPPL.
- NSEPPL represents 65,000 MTPA of the company's total 120,000 MTPA manufacturing capacity.
- Migration to Main Board requires non-promoter 'favor' votes to be at least 2x the 'against' votes.
Cosmic CRF has deposited Rs 60 crore as a security deposit to acquire Amzen Transportation Industries Private Limited through the Corporate Insolvency Resolution Process (CIRP). The deposit includes a cash payment of Rs 31.60 crore to secured financial creditors (UCO Bank & Prudent ARC) and a Bank Guarantee of Rs 28.40 crore. The Bank Guarantee represents 10% of the total amount payable to stakeholders, implying a total acquisition value of approximately Rs 284 crore, which is significant compared to the company's TTM revenue of Rs 636 crore.
- Rs 31.60 crore paid via RTGS on August 6, 2026, to UCO Bank and Prudent ARC.
- Rs 28.40 crore Bank Guarantee issued on August 7, 2026, as performance security.
- Total security deposit of Rs 60 crore represents approximately 14.4% of the company's Net Worth (Rs 416 Cr).
- The acquisition follows a Letter of Intent (LOI) received on July 30, 2026.
- Implied total deal value of ~Rs 284 crore represents ~44.6% of TTM Revenue.
Cosmic CRF is acquiring the remaining 26% stake in its subsidiary, N.S. Engineering Projects Pvt. Ltd. (NSEPPL), to make it a wholly-owned subsidiary. The transaction is valued at approximately Rs 96.43 crore, settled via a share swap of 7,25,041 equity shares at an issue price of Rs 1,330 per share. NSEPPL has demonstrated significant growth, with FY26 turnover reaching Rs 326.51 crore and a PAT of Rs 22.57 crore. This consolidation allows Cosmic CRF to fully capture the earnings of this high-growth unit, which contributes over 50% of the group's consolidated revenue.
- Acquisition of 26% stake (30,71,025 shares) in NSEPPL to achieve 100% ownership.
- Issue of 7,25,041 equity shares at Rs 1,330 per share, totaling ~Rs 96.43 crore.
- NSEPPL FY26 revenue of Rs 326.51 crore, up from Rs 101.75 crore in FY25.
- Promoter group holding to increase from 55.15% to 58.42% post-allotment.
- Transaction to be completed within an indicative timeline of 3 months.
Cosmic CRF Ltd has disclosed a minor regulatory penalty of ₹5,900 (inclusive of GST) imposed by BSE Limited. The fine pertains to a one-day delay in filing Related Party Transaction disclosures (Regulation 23(9)) for the period ended March 31, 2026. The company attributed the delay to a technical glitch on the BSE portal and confirmed the fine was paid on July 13, 2026. The Board reviewed the matter on August 3, 2026, and advised management to improve communication protocols with the exchange for future technical issues.
- Fine of ₹5,900 imposed by BSE for delayed compliance with Regulation 23(9)
- Delay of 1 day in filing for the quarter and half-year ended March 31, 2026
- Fine paid via NEFT on July 13, 2026, following a BSE communication dated June 30, 2026
- Board of Directors formally reviewed the incident in a meeting on August 3, 2026
Cosmic CRF's board has approved the acquisition of the remaining 26% stake in N.S. Engineering Projects Pvt. Ltd. (NSEPPL) via a share swap, making it a wholly-owned subsidiary. The company will issue 7,25,041 shares at Rs 1,330 each, totaling approximately Rs 96.43 crore. Furthermore, the board approved a significant 5x increase in borrowing limits from Rs 200 crore to Rs 1,000 crore and initiated the migration from the BSE SME platform to the Main Boards of both BSE and NSE.
- Acquisition of 30,71,025 shares (26%) of NSEPPL to achieve 100% ownership via share swap.
- Issuance of 7,25,041 equity shares at a fixed price of Rs 1,330 per share.
- Proposed increase in borrowing limits under Section 180(1)(c) from Rs 200 crore to Rs 1,000 crore.
- Migration from BSE SME platform to the Main Board of BSE and NSE approved.
- Extra Ordinary General Meeting (EOGM) scheduled for September 2, 2026, to seek shareholder approval.
Cosmic CRF has been declared the 'Successful Resolution Applicant' for Amzen Transportation Industries (formerly Amtek Railcar), a manufacturer of complete railway wagons. The acquisition involves a total resolution amount of Rs 284.00 Cr, or a Net Present Value (NPV) of Rs 266.57 Cr if paid within 90 days. This is a major strategic move, as the acquisition cost represents approximately 42% of Cosmic CRF's TTM revenue and 64% of its Net Worth. The target company owns a 72.50-acre manufacturing facility in Punjab, which is currently non-operational and had nil turnover in FY26.
- Acquisition cost of Rs 266.57 Cr (NPV) represents ~64% of Cosmic CRF's current Net Worth of Rs 416 Cr
- Target company Amzen Transportation owns a 72.50-acre manufacturing facility in Punjab
- Cosmic CRF to acquire 100% shareholding upon NCLT approval
- Target turnover was Nil for FY25 and FY26, indicating a complete turnaround play
- Payment options include Rs 284 Cr over 12 months or Rs 266.57 Cr within 90 days
Cosmic CRF's board will meet on August 3, 2026, to approve a share swap for the remaining 26% stake in its subsidiary, N.S. Engineering Projects Pvt. Ltd. (NSEPPL). This move will make NSEPPL a wholly-owned subsidiary, facilitating full operational integration of its 65,000 MTPA capacity, which represents over 50% of the group's total capacity. Additionally, the company plans to migrate from the BSE SME platform to the Main Board of both BSE and NSE. This transition follows a period of strong growth, with TTM revenue reaching Rs 636 Cr and a market capitalization of Rs 1100 Cr.
- Board meeting scheduled for August 3, 2026, to approve the acquisition of the remaining 26% stake in NSEPPL.
- Acquisition to be executed via a preferential issue of equity shares (share swap) for consideration other than cash.
- NSEPPL contributes 65,000 MTPA to the company's total 120,000 MTPA production capacity.
- Proposed migration from the BSE SME platform to the Main Board of both BSE and NSE.
- Company targets doubling sales volumes to 110,000 MT by the end of FY26 through this integration.
Cosmic CRF Limited's subsidiary, N. S. Engineering Projects Private Limited, has secured seven purchase orders totaling ₹157.97 Lakhs (approximately ₹1.58 Cr). The orders involve supplying various infrastructure components including octagonal poles, steel tubular poles, cold-rolled sections, and crash barriers. All contracts are domestic and feature short execution timelines ranging from 1 to 3 months. While the individual order sizes are relatively small, they indicate steady operational activity within the subsidiary.
- Total aggregate order value of ₹157.97 Lakhs across seven distinct contracts
- Largest single order valued at ₹82.84 Lakhs for 90 MT of cold rolled sections
- Order for 1,500 pieces of Metal 'W' Beam Crash Barrier sets valued at ₹32.19 Lakhs
- Execution timelines are highly compressed, with all orders to be completed within 1 to 3 months
- All orders are from domestic infrastructure industry entities with no promoter interest involved
Cosmic CRF Ltd has secured a purchase order worth ₹292.76 Lakhs (inclusive of GST) from a domestic railway wagon manufacturing company. The contract involves the supply of 60 sets of Cold Rolled Formed (CRF) sections, specifically Single Piece Hat Sections for Centre Sills used in BOXNHLWagons. The execution of this order is scheduled to be completed within a 12-month period. This win demonstrates the company's continued participation in the railway infrastructure supply chain.
- Total purchase order value of ₹292.76 Lakhs inclusive of GST
- Supply of 60 sets of Single Piece Hat Sections for Centre Sills
- Execution timeline stipulated within 12 months as per schedule
- Order specifically for Cold Rolled Formed (CRF) sections for BOXNHLWagons
Financial Performance
Revenue Growth by Segment
Consolidated revenue grew 80% YoY to INR 304.5 Cr in H1 FY26 from INR 169.4 Cr in H1 FY25. Standalone CRF (Singur) contributed 23,800 MT in volume, NSEPPL contributed 21,000 MT, and Cosmic Springs contributed 4,500 MT during H1 FY26.
Geographic Revenue Split
Not explicitly disclosed by percentage, but operations are heavily concentrated in West Bengal with units in Singur (Hooghly) and Kolkata.
Profitability Margins
Gross profit per ton for non-galvanized material is approximately INR 7,000 on a selling price of INR 53,000 (approx. 13% margin). Net Profit (PAT) for H1 FY26 was INR 24.5 Cr, representing an 8% net margin.
EBITDA Margin
EBITDA margin for H1 FY26 stood at 12.4% (INR 37.8 Cr on INR 304.5 Cr revenue), showing a 73% increase in absolute EBITDA value from INR 21.9 Cr in H1 FY25.
Capital Expenditure
The company invested in acquiring a 74% stake in NSEPPL and a 92% stake in Cosmic Springs & Engineers Limited during FY25. Singur unit capacity was expanded from 36,000 MTPA to 55,000 MTPA (approx. 53% increase).
Credit Rating & Borrowing
Long-term rating upgraded to IVR BBB+/Stable and short-term rating assigned at IVR A2 as of December 2025. Fund-based limit utilization is moderate at ~93%.
Operational Drivers
Raw Materials
Steel coils and sheets used for Cold Rolled Forming (CRF) and fabricated steel products. Raw material inventory is maintained for 2-3 months to ensure uninterrupted production.
Import Sources
Primarily sourced domestically within India, specifically supporting the West Bengal manufacturing clusters.
Key Suppliers
Not specifically named, but the company leverages large-scale purchases to negotiate better pricing for its liquid metal asset business.
Capacity Expansion
Current total capacity is approximately 120,000 MTPA (Singur unit at 55,000 MTPA and NSEPPL at 65,000 MTPA). Management targets achieving 100,000 to 110,000 tons of production/sales by the end of FY26.
Raw Material Costs
Raw material costs are subject to price volatility with a lag in passing changes to customers. Inventory holding for 60-90 days increases working capital requirements.
Manufacturing Efficiency
Utilization of 'split role technology' in CRF manufacturing for wagons and bogies to enhance precision and output quality.
Logistics & Distribution
Logistics challenges noted at the Singur facility where handling more than 55,000 MTPA is difficult due to trailer loading constraints (17 trailers at a time).
Strategic Growth
Expected Growth Rate
100%
Growth Strategy
Doubling sales volumes from 55,000 MT to 110,000 MT through the full integration of NSEPPL (65,000 MTPA capacity) and CSEL. The strategy includes aggressive debtor recovery to improve operating cash flow, which moved from negative INR 89 Cr to a significantly improved position in H1 FY26.
Products & Services
Cold Rolled Form (CRF) sections for railway wagons, bogies, and coaches; fabricated steel; monopoles; octagonal poles; and railway components.
Brand Portfolio
Cosmic CRF, N.S. Engineering Projects (NSEPPL), Cosmic Springs & Engineers (CSEL).
New Products/Services
High-value monopoles and octagonal poles for infrastructure, contributing to higher margins due to premium pricing (INR 90,000 per ton).
Market Expansion
Expansion into the 'liquid metal asset business' to leverage bulk raw material purchasing power across all subsidiaries.
Market Share & Ranking
Self-described 'champion' in CRF for wagons and bogies in India.
Strategic Alliances
Acquisition of NSEPPL via NCLT process, retaining its operational legacy since 2006 and existing BIS/pollution control licenses.
External Factors
Industry Trends
The industry is shifting toward higher-capacity wagons and improved coach designs, requiring more sophisticated CRF sections. The sector is growing due to government initiatives in rail infra, though currently hampered by component shortages like wheel sets.
Competitive Landscape
Competes with other steel fabricators and CRF manufacturers supplying the Indian Railways ecosystem.
Competitive Moat
Possession of specialized RDSO licenses and STR approvals which act as entry barriers. The 'split role technology' and long-standing operational legacy of acquired units (since 2006) provide a competitive edge in technical bidding.
Macro Economic Sensitivity
Highly sensitive to Indian Railways' procurement cycles and government infrastructure spending (e.g., the requirement for 2 lakh wagons).
Consumer Behavior
Shift in EPC contractor demand based on seasonal weather patterns (monsoons) and project funding availability.
Geopolitical Risks
Minimal direct exposure, but global steel price fluctuations impact domestic raw material costs.
Regulatory & Governance
Industry Regulations
Strict adherence to RDSO standards and STR (Schedule of Technical Requirements) for all railway-related manufacturing.
Environmental Compliance
Maintains pollution control board approvals and BIS licenses through its subsidiary NSEPPL.
Taxation Policy Impact
Standard corporate tax rates apply; no specific fiscal incentives mentioned.
Legal Contingencies
NSEPPL was acquired through the NCLT process, resolving its previous 'bad financial legacy' while retaining operational approvals.
Risk Analysis
Key Uncertainties
Volatility in steel prices can impact margins by 2-5% if price hikes cannot be immediately passed through. Industry-wide shortages of critical components (wheel sets) pose a volume risk.
Geographic Concentration Risk
High concentration in West Bengal; any regional industrial unrest or policy changes could impact 100% of production.
Third Party Dependencies
Dependency on EPC contractors for off-take of infrastructure products like monopoles and poles.
Technology Obsolescence Risk
Risk of changing railway standards (STRs) requiring constant re-tooling of CRF mills.
Credit & Counterparty Risk
Historical issue with negative operating cash flow (INR 89 Cr) due to stretched debtors; management is now strictly enforcing credit terms to mitigate this.
