Nazara Technologies has allotted 1,82,31,000 warrants on a preferential basis at a price of ₹260 each, comprising a face value of ₹2 and a premium of ₹258. The Board of Directors approved the allotment on June 04, 2026, following the receipt of subscription amounts from eligible allottees. The warrants are convertible into fully paid-up equity shares, with holders entitled to exercise them within 18 months by paying the remaining 75% of the issue price.

The company received a total subscription amount of ₹118.5 crore, which represents 25% of the total warrant issue price. One proposed allottee became ineligible prior to the date of allotment, reducing the total number of warrants issued by 10,00,000. The allotment was conducted in accordance with the Companies Act, 2013 and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

The breakdown of the allotment reveals that Riambel Capital PCC-RCC1 received the highest tranche of 94,85,000 warrants, contributing ₹61.65 crore. S Gupta Family Enterprises Private Limited was allotted 40,00,000 warrants with a subscription of ₹26 crore. Plutus Investments and Holding Private Limited received 38,46,000 warrants, subscribing ₹24.99 crore, while Founders Collective Fund was allotted 9,00,000 warrants for ₹5.85 crore.

Following the allotment, Plutus Investments and Holding Private Limited will be classified as a member of the promoter group. The company stated this classification is effective from the date of allotment due to the entity's association with existing promoters and members of the promoter group. The preferential issue was executed via private placement under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Nazara Technologies FZ LLC, a wholly-owned subsidiary of nazara technologies , has executed a Convertible Promissory Note to invest USD 500,000 in nCore Games, Inc., a Delaware corporation. The investment, amounting to approximately ₹4.76 Crores, was executed on May 29, 2026, and will be disbursed in one or more tranches subject to customary terms and applicable regulatory approvals. This strategic financial injection is structured to provide immediate revenue participation while offering downside protection through favourable conversion and valuation terms.

The transaction targets the mobile gaming and esports sector, specifically to bolster Nazara's India-centric intellectual property portfolio through the FAU-G franchise. nCore Games, incorporated in 2018, operates as a mobile games studio and publisher with a primary focus on India-first, multiplayer, and IP-driven gaming experiences. The company’s flagship product, FAU-G: Domination, was launched in early FY26, and the total revenue for nCore for FY26 stood at USD 0.06 Million.

Investment and Transaction Details

The Convertible Promissory Note outlines the financial mechanics and strategic intent of the acquisition. The consideration is entirely cash-based, and the note is set to convert into preferred or common stock of nCore Games at a future date. The indicative timeline for the completion of this acquisition is set within 90 days from the execution of the note. The investment is not classified as a related party transaction, and the promoter group of Nazara Technologies holds no interest in nCore.

Strategic Rationale and Regulatory Compliance

The investment enables Nazara to leverage the FAU-G franchise, supported by scalable live-operations and a national esports league known as the FAU-G Bharat League. Regulatory clarity under the PROGA 2025 framework is cited as a factor enhancing growth visibility for this segment. nCore Games operates out of the USA, and its business spans game development, publishing, and live-ops monetisation, including in-game passes, bundles, sponsorships, and event rights. Currently, FAU-G: Domination is published by Nazara Publishing, aligning the operational interests of both entities. The disclosure was made to the BSE Limited and National Stock Exchange of India Limited in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.