Affle 3i promoters revise disclosure on 54.91% share encumbrance

Promoters of Affle 3i Limited have revised their disclosure regarding the creation of indirect encumbrances on 54.91% of the company's total paid-up equity shares. The revised filing, submitted to stock exchanges on June 12, 2026, confirms that AGPL Pte. Ltd. and Affle Holdings Pte. Ltd. established non-disposal undertakings on June 5, 2026. These encumbrances were created in favor of Axis Trustee Services Limited, acting as Security Agent, and Axis Trustee Services Limited, GIFT City branch, acting as Facility Agent, to secure a borrowing facility.

The facility agreement designates AGPL Pte. Ltd. as the borrower and Affle Holdings Pte. Ltd. as the guarantor. It involves a borrowing of USD 80 million with an incremental facility up to USD 170 million. The disclosure was made in compliance with Regulation 31(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The filing confirms that the entity is a scheduled commercial bank, public financial institution, NBFC, or housing finance company. No direct pledge has been created over the shares of Affle 3i Limited.

Breakdown of Shareholding and Encumbrances

The following table details the shareholding and the specific encumbrances created by the promoters:

Promoter	Promoter Holding (Shares)	% of Total Issued Capital	Type of Event	Date of Creation	No. of Shares Encumbered	% of Total Paid-up Capital Encumbered
AGPL Pte. Ltd.	2,00,89,555	14.27	Creation	05 June 2026	2,00,89,555	14.27
Affle Holdings Pte. Ltd.	5,72,15,465	40.64	Creation	05 June 2026	5,72,15,465	40.64

Collectively, the promoters hold 7,73,05,180 fully paid-up equity shares, constituting 54.91% of the issued and paid-up share capital of the company. The total diluted share capital of Affle 3i Limited is 14,18,73,978 equity shares. The encumbrances arise from specific clauses in the facility agreement, including mandatory prepayment on change of control or share sale, and negative pledge provisions.

End Use of Funds

The borrowed amount of USD 80 million is designated for specific purposes related to the Promoter Group. The funds will be utilized for the buyback of shares from non-promoter shareholders, repayment of loans at the Promoter Group Company, or secondary purchase of listed company shares, with a maximum allocation of USD 70 million. Additionally, a minimum of USD 90 million is earmarked for the preferential issuance of capital instruments.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-1.05%	+1.92%	+0.98%	-13.45%	-23.68%	+70.57%

Affle 3i Ltd has strengthened its intellectual property portfolio with the grant of a patent in India for a System for Monitoring and Integration of One or More Intelligent Conversational Agents. This development extends the firm's data distillation and fraud intelligence capabilities to the agentic AI layer, ensuring that only trusted and verified intelligent agents engage with consumers across agentic/autonomous intelligent connected devices (AICDs). The patent was previously granted to the company in the US.

How the Technology Works

The patent creates a mediation and monitoring layer designed to evaluate and integrate multiple intelligent conversational agents or agentic platforms into a unified system driven by trust scores. By continuously assessing agents based on behavioral intelligence, past performance, and privacy-controlled sandbox evaluation, the technology ensures that only verified and high-performing agents interact with consumers.

This innovation builds upon the company's previously granted intellectual properties. It is expected to enhance the quality of conversion-driven marketing for advertisers while reinforcing the efficiency and future-readiness of its AI-powered Consumer Platform Stack.

IP Portfolio Overview

The company disclosed this development in a filing submitted to the exchanges, made by Parmita Choudhury, Company Secretary & Compliance Officer of Affle 3i Ltd. Following this grant, the company's IP portfolio stands as follows: