Omega Interactive Technologies Announces ₹95.22 Cr Fund Raise and EGM for Convertible Warrant Allotment

Omega Interactive Technologies Limited, a listed entity on BSE, has made a key regulatory announcement regarding the revision of the outcome of its Board Meeting held on August 2, 2025, pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting focused on crucial fund-raising decisions, capital restructuring, and shareholder approvals, laying the groundwork for the company’s next phase of financial strategy.

Key Board Approvals: Capital Increase and Warrant Issue

The Board of Directors approved an increase in the Authorised Share Capital of the company from ₹10.22 crore to ₹11.82 crore. The revised capital structure will now comprise 1,18,20,000 equity shares of ₹10 each, up from 1,02,20,000 equity shares earlier.

Further, the company plans to issue up to 92,00,000 fully convertible equity warrants through preferential allotment in one or more tranches. These warrants are to be priced at ₹103.50 each, aggregating to a total fund raise of ₹95.22 crore, and will be allotted to 20 proposed investors as per SEBI ICDR Regulations, 2018. Each warrant will be convertible into one fully paid-up equity share of ₹10 face value, within 18 months from the date of allotment.

Terms of Warrant Conversion and Pricing

As per the provisions of Regulation 164 of the SEBI (ICDR) Regulations, the allotment price has been fixed at ₹103.50 per warrant. The conversion structure includes:

• 25% of the issue price payable upfront at the time of application.

• 75% payable at the time of conversion, within 18 months.

• Provisions for adjustments in share count depending on applicable laws and regulatory changes.

This structured approach ensures that capital infusion happens in a phased manner, aligning with the company’s capital deployment requirements.

Extra-Ordinary General Meeting (EGM) Details

To obtain shareholder approval for the proposed issue, Omega Interactive has scheduled an EGM on Monday, September 1, 2025. The meeting will be conducted via video conferencing or other audio-visual means, in accordance with MCA guidelines.

Supporting arrangements for the EGM include:

• NSDL appointed as the Remote E-Voting Agency.

• M/s. SCS & Co. LLP, Company Secretaries, designated as the Scrutinizer for overseeing the e-voting process.

• Approval of draft EGM notice by the Board, with authorisation to dispatch it to shareholders electronically and upload on the official website www.omegainteractive.net.

Details of the Proposed Allottees

The preferential allotment will involve 20 allottees, including both individual investors and entities. Key allottees and their proposed post-conversion shareholding include:

• Kunjit Maheshbhai Patel – 27,00,000 shares (23.53%)

• Thakor Nayana Chandubhai – 27,00,000 shares (23.53%)

• Doxtrec Trade Private Limited – 24,25,000 shares (21.13%)

• Kunwar Parthkumar Hikmat – 2,35,000 shares (2.05%)

• Anuj Shyamlaljt Agrawal – 2,00,000 shares (1.74%)

• Several others with smaller allocations ranging from 5,000 to 1,00,000 shares

The post-issue shareholding assumes full conversion of all 92 lakh warrants, and the calculations are made accordingly. It’s important to note that none of the proposed allottees held any shares prior to this allotment.

Regulatory Compliance and SEBI Disclosures

Omega Interactive has confirmed compliance with Chapter V of SEBI (ICDR) Regulations and provided mandatory disclosures under:

• Regulation 30 of SEBI (LODR) Regulations, 2015

• SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015

All relevant details, including the type of securities, mode of issuance, issue price, conversion terms, and proposed investors, are disclosed in Annexure-1 attached with the filing. These steps ensure transparency and investor protection in line with SEBI’s corporate governance standards.

Strategic Implications for Omega Interactive

This fund-raising initiative marks a strategic step by Omega Interactive to strengthen its capital base, possibly for business expansion, technology upgrades, or new investments. By opting for convertible warrants, the company retains flexibility in capital deployment, while also giving investors a structured entry point.

Moreover, the proposed investor mix—comprising individuals and corporates—suggests diversification in the shareholder base, which could reflect increased market confidence in Omega’s long-term business plan.

Next Steps for Stakeholders

• Shareholders are encouraged to participate in the EGM on 1st September, review the draft notice, and vote on the resolutions.

• The notice of EGM will be submitted to the stock exchange and published on the company’s official website.

• Post-EGM, subject to shareholder approval, NSDL will facilitate remote e-voting, and warrants will be issued accordingly.

• The company will make further disclosures related to allotment and listing in due course.

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