GTL Infrastructure has submitted a disclosure to the stock exchanges regarding the encumbrance status of its promoter holdings for the financial year ended March 31, 2026. The communication was addressed to the Secretaries of BSE Limited and the National Stock Exchange of India (NSE) on April 02, 2026.

The disclosure was filed in accordance with Regulations 31(4) and 31(5) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The filing was made on behalf of the promoters and persons acting in concert (PAC) by Global Holding Corporation Private Limited.

Confirmation on Encumbrance Status

The company confirmed that as of March 31, 2026, the promoters and persons acting in concert have not created any encumbrance, directly or indirectly, on their shareholding. This confirmation applies to the period during the financial year ended March 31, 2026.

The disclosure explicitly states that there are no encumbrances other than those that have already been disclosed to the exchanges during the financial year, if any. This provides clarity to investors regarding the pledging or hypothecation of promoter shares.

The letter was signed by an Authorised Signatory on behalf of Global Holding Corporation Private Limited, acting for the Promoter and PAC. Copies of the disclosure were also forwarded to the Company Secretary of GTL Infrastructure Limited and the company's Audit Committee.

GTL Infrastructure has reported a significant financial turnaround for the year ended March 31, 2026, posting a net profit of ₹77,926 lakhs compared to a net loss of ₹87,515 lakhs in the previous year. The Board of Directors approved the audited standalone financial results under Ind AS at its meeting held on May 12, 2026. The results were audited by M/s. CVK & Associates, Chartered Accountants, Mumbai, who issued an unmodified opinion on the financial results. Pursuant to Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company subsequently published an extract of its audited financial results in the newspapers 'The Free Press Journal' and 'Navshakti' on May 13, 2026.

Financial Performance Overview

The company's financial results for the quarter and year ended March 31, 2026, reflect a marked improvement across key metrics. Q4 net profit stood at ₹1,18,558 lakhs against a net loss of ₹24,889 lakhs in Q4 of the previous year, while Q4 revenue from operations came in at ₹33,036 lakhs compared to ₹33,702 lakhs in the same period last year. The turnaround was primarily driven by an exceptional item of ₹1,19,823 lakhs (net), which included gains from One Time Settlement (OTS) agreements with lenders and reversal of a vendor claim provision. The following table summarises the key income statement figures (₹ in Lakhs):

Revenue from operations for FY26 stood at ₹1,37,197 lakhs, up from ₹1,34,407 lakhs in FY25. Total expenses for the full year declined sharply to ₹1,83,804 lakhs from ₹2,24,084 lakhs in the prior year, reflecting a significant reduction in finance costs from ₹92,851 lakhs to ₹56,321 lakhs. No tax expenses were recorded for either period.

Exceptional Items and Debt Settlement

The exceptional item of ₹1,19,823 lakhs (net) was a key driver of FY26 profitability. This comprised two components: ₹93,496 lakhs representing the impact arising from OTS/Negotiated Settlement (NS) agreements with secured lenders, and ₹26,327 lakhs (net) towards reversal of a provision related to an amicable settlement of a vendor claim. The vendor dispute had arisen from long-term service arrangements and was subject to proceedings before the Arbitral Tribunal, the Hon'ble High Court, and the Hon'ble Supreme Court. Following prolonged litigation, the parties settled the dispute and the arbitration proceedings were withdrawn, as recorded by the Arbitral Tribunal vide its order dated February 3, 2026.

On the debt resolution front, the lenders in the Joint Lenders' Forum agreed to pursue bilateral settlement with the company on a first-come-first-serve basis. During the year, the company completed full payments and settled all dues with two secured lenders under separate OTS sanctions, following which proceedings before the Debt Recovery Tribunal (DRT) and the National Company Law Tribunal (NCLT) were withdrawn by the respective lenders. The company also received an OTS/NS sanction from the Lead Lender and continues to adhere to milestone payments as per the agreed terms. The company is at an advanced stage of discussions with the remaining Rupee Term Loan lenders for OTS/NS.

Balance Sheet and Cash Flow Highlights

The company's balance sheet as at March 31, 2026, reflects significant structural changes compared to the previous year. Key balance sheet metrics are presented below (₹ in Lakhs):

On the cash flow front, the company generated net cash from operating activities of ₹53,537 lakhs for FY26, compared to ₹63,543 lakhs in FY25. Net cash used in financing activities stood at ₹1,25,561 lakhs, primarily on account of repayment of long-term borrowings of ₹1,12,816 lakhs. As a result, cash and cash equivalents declined from ₹82,898 lakhs at the opening of the year to ₹11,629 lakhs at the close of FY26.

Bonds, Exchange Loss, and Going Concern

As at March 31, 2026, the company's outstanding bonds comprised B1 (Compulsorily Convertible Bonds) aggregating to ₹27,597.50 lakhs, B2 Bonds aggregating to ₹37,471 lakhs, and B3 (Compulsorily Convertible Bonds) aggregating to ₹10,281 lakhs. Pursuant to the terms of issuance, these instruments are convertible into equity shares, resulting in the issuance of 17,97,66,251 equity shares against B1, 24,40,80,848 equity shares against B2, and 6,69,68,994 equity shares against B3, respectively.

The company recognised an exchange loss of ₹3,892 lakhs for the quarter and ₹7,276 lakhs for the full year, representing a non-cash item arising from foreign exchange rate fluctuations on interest and principal payable on foreign currency borrowings. The auditors drew attention to a material uncertainty related to going concern, noting that the appropriateness of the going concern assumption is critically dependent on the company's ability to generate sufficient cash flows to meet its obligations. However, management has stated that, considering the settlement of dues with the majority of lenders, the company has no intention to discontinue operations, and the books of account continue to be prepared on a going concern basis. The auditors' opinion was not modified in respect of this matter. GTL Infrastructure operates predominantly in the business of providing telecom towers on a shared basis in India, with no separate reportable business segment.

Regulatory Disclosure

In compliance with Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, GTL Infrastructure published an extract of its audited financial results for the quarter and year ended March 31, 2026, in the newspapers 'The Free Press Journal' and 'Navshakti' on May 13, 2026. The submission to the stock exchanges was made by Company Secretary Deepak Keluskar and Chief Financial Officer Ajit Shanbhag. The full format of the financial results is available on the company's website ( www.gtlinfra.com ) and on the websites of the stock exchanges ( www.nseindia.com and www.bseindia.com ). The results were approved and signed by Chairperson Charudatta Naik at Mumbai on May 12, 2026.