Krsnaa Diagnostics Limited has issued a notice of postal ballot to seek shareholder approval for a preferential issue of warrants convertible into equity shares. The company aims to raise up to ₹91.75 crore by issuing up to 16.21 lakh warrants to its promoter and promoter group at a price of ₹566 per warrant.

The e-voting period for the special resolution commences on August 19, 2026, and concludes on September 17, 2026. Shareholders holding securities as on the cut-off date of August 14, 2026, are eligible to vote via the National Securities Depository Limited (NSDL) platform. Mr. Dinesh Birla, a practicing company secretary, has been appointed as the scrutinizer for the process.

Issue Structure and Pricing

The warrants will be issued in dematerialized form and carry an entitlement to subscribe to one fully paid-up equity share of face value ₹5 each upon exercise. The exercise price is fixed at ₹566 per equity share, which includes a premium of ₹561. This pricing aligns with Regulation 164 of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, based on the volume-weighted average price (VWAP) of the preceding 90 trading days.

Payment terms require the allottees to pay 25% of the issue price (₹22.94 crore) at the time of subscription and allotment. The remaining 75% (₹68.81 crore) is payable upon exercise of the warrants. If the warrants are not exercised within 18 months from the date of allotment, they will lapse, and the subscription amount paid will be forfeited by the company.

Utilization of Proceeds

The company has outlined specific objects for the utilization of funds raised through this preferential issue:

• Capital Expenditure: An amount of ₹68.81 crore is allocated for purchasing and installing diagnostic equipment, including CT scanners, MRI machines, and PET CTs. This expenditure supports both existing operations and upcoming projects.
• Acquisitions: Approximately ₹22.94 crore is earmarked for funding business acquisitions as identified and evaluated by management, subject to board approval.

Since the total issue size does not exceed ₹100 crore, the appointment of a monitoring agency under Regulation 162A of the SEBI ICDR Regulations is not required.

Impact on Shareholding Pattern

The proposed allotment will increase the aggregate shareholding of the promoter and promoter group from 27.11% to 30.58% on a fully diluted basis, assuming full exercise of the warrants. This transaction does not result in a change in control or management of the company. Furthermore, the increase in promoter holding falls within the limits permitted under Regulation 3(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, thereby exempting the company from making an open offer.

The allotment is expected to be completed within 15 days of passing the special resolution, subject to regulatory approvals. The warrants and resultant equity shares will be subject to lock-in periods as per Regulation 167 of the SEBI ICDR Regulations.

Krsnaa Diagnostics reported a decline in consolidated net profit for the first quarter of FY27 (quarter ended June 30, 2026), posting ₹166 million compared to ₹205 million in the corresponding period last year. Despite the dip in bottom-line figures, the company saw significant growth in its top line, with revenue rising to ₹2.35 billion from ₹1.9 billion year-on-year.

The company published these unaudited standalone and consolidated financial results on August 15, 2026. The newspaper advertisements were placed in Financial Express and Loksatta, pursuant to Regulation 47 read with Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The divergence between revenue growth and profit contraction highlights a squeeze on operating margins. While EBITDA increased to ₹580 million from ₹513 million in the prior year, the EBITDA margin narrowed to 24.6% from 26.58%. This suggests that costs rose at a faster pace than revenues during the period.

Financial Highlights

What the Numbers Show

The data reveals a clear decoupling between revenue expansion and profitability. Revenue grew by approximately 23.7%, significantly outpacing the 13.1% growth in EBITDA. This gap resulted in a margin compression of nearly 200 basis points. The net profit decline of 19% further underscores that the operational gains were not sufficient to offset the higher cost base or other expenses impacting the final bottom line.