Novus Loyalty Ltd has executed definitive Share Purchase Agreements to acquire an aggregate 54.873% of the equity share capital of AutoPe Payment Solutions Limited. The transaction, dated September 25, 2026, marks the company's strategic entry into the digital payments sector.

The acquisition follows a term sheet disclosed on August 31, 2026. The entire consideration is payable in cash, structured in two equal instalments per agreement, linked to the transfer of corresponding share tranches. There is no share-swap component involved in this deal.

Transaction structure and terms

The definitive agreements confirm that the acquisition does not constitute a Related Party Transaction. The promoter, promoter group, and group companies hold no interest with the selling shareholders. The transaction has been undertaken at arm’s length.

Strategic rationale

The acquisition supports Novus Loyalty’s strategic expansion into digital payments and is expected to strengthen its overall business profile. AutoPe, incorporated in India, operates primarily within the domestic market. Key financial parameters of the target entity remain unchanged from those disclosed in the earlier term sheet notification.

What the numbers show

The shift from a term sheet to definitive agreements within less than a month indicates a streamlined due diligence process or pre-negotiated terms. The exclusive use of cash consideration, without dilution via share swaps, suggests the acquirer has sufficient liquidity or intends to maintain its current capital structure while diversifying into high-growth fintech assets.

Novus Loyalty Limited has expanded the redemption ecosystem for Central Bank of India’s “Cent Rewardz” loyalty programme. The company enabled customers to redeem points for ticket bookings through IRCTC and the Delhi Metro “Sarthi” App on September 10, 2026.

This update aims to enhance the utility of the loyalty programme by integrating high-frequency travel and urban mobility platforms. Customers can now utilise accumulated points for railway and metro travel, providing greater flexibility in redemption options.

Strategic Rationale

The integration extends Novus Loyalty’s redemption network into everyday-utility categories. By enabling redemptions against recurring use cases such as transit and travel, the company expects to drive higher programme engagement. Management anticipates improved points-redemption velocity and stronger long-term stickiness for the Cent Rewardz proposition.

Key Highlights

Future Outlook

Novus Loyalty plans to continue expanding the redemption ecosystem across travel, mobility, retail and other everyday-spend categories. This aligns with its objective of scaling its loyalty and rewards technology platform across banking partners during FY2026-27.

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Part A of Schedule III thereof.