Oscar Global Limited (NSE: OSCARGLOB) board approved a preferential allotment of 4,77,16,400 equity shares at ₹10 per share on September 23, 2026. The move facilitates the 100% acquisition of Calculus Travel Ventures Private Limited through a share swap and a simultaneous cash fundraising effort.

The total consideration aggregates to ₹47,71,64,000. Of this, ₹34,51,00,000 is discharged via share swap for the acquisition of Calculus, while ₹13,20,64,000 is raised in cash from non-promoter allottees. The company’s paid-up capital will expand from 33,00,000 equity shares pre-issue to 5,10,16,400 equity shares post-allotment.

Acquisition of Calculus Travel Ventures

The Board approved the acquisition of 100% equity control of Calculus Travel Ventures Private Limited from JBCG Advisory Services Private Limited. Calculus operates in travel services, corporate travel management, and travel technology. This acquisition is structured as a wholly owned subsidiary addition, aimed at strategic business diversification into high-growth sectors.

The consideration for this acquisition is entirely non-cash, involving the issuance of 3,45,10,000 fully paid-up equity shares of Oscar Global at an issue price of ₹10 per share. JBCG Advisory Services Private Limited will receive these shares as part of the promoter group category post-issue.

Cash Fundraising Details

Separately, the Board approved a preferential issue of up to 1,32,06,400 equity shares for cash consideration. These shares will be allotted to identified non-promoter allottees:

• Alok Rajesh Nanavaty: 1,13,69,704 shares
• Pie Strategies LLP: 18,36,696 shares

The cash component totals ₹13,20,64,000. The issue price of ₹10 per share was determined based on a valuation report by independent registered valuer Harshavardhan Bapat, in compliance with SEBI ICDR Regulations.

Shareholding Impact

What the Numbers Show

The preferential issue significantly dilutes existing shareholder equity while simultaneously injecting both strategic assets and liquidity. The share swap component (3,45,10,000 shares) constitutes approximately 72% of the total new issuance, indicating that the primary driver of capital expansion is asset acquisition rather than immediate cash infusion. However, the cash component of ₹13,20,64,000 provides near-term liquidity, though it represents only about 28% of the total value issued. The issue price at par (₹10) suggests the valuation is anchored to face value rather than market premium, subject to final regulatory approvals.

Next Steps

The proposal is subject to approval by shareholders at an Extraordinary General Meeting (EGM) scheduled for October 20, 2026. Additionally, statutory and regulatory approvals under SEBI ICDR Regulations and the Companies Act, 2013 are required. The Board also authorized the opening of a new operational bank account for the Company.

Oscar Global Limited clarified that its Board of Directors meeting scheduled for September 22, 2026, was adjourned due to unavoidable circumstances and matters requiring further finalisation, correcting an earlier statement that cited a lack of quorum. The meeting is rescheduled for September 23, 2026, at 1:00 pm IST.

The company filed a clarification with the Bombay Stock Exchange to amend the reason provided in its initial intimation dated September 22, 2026. The original notice had inadvertently mentioned "want/lack of quorum" as the cause for postponement, which has now been replaced with the updated explanation.

Clarification on Adjournment Reason

In a letter to BSE Listing Compliance, Oscar Global stated that the earlier reference to a lack of quorum was incorrect. The revised reason for the adjournment is "due to unavoidable circumstances and certain matters requiring further consideration and finalisation." All other particulars contained in the initial intimation remain unchanged.

Rescheduling Details

Pursuant to Section 174(4) of the Companies Act, 2013, and applicable Secretarial Standards, the meeting stands adjourned. It will be held tomorrow, Wednesday, September 23, 2026, at 1:00 pm IST at the company's registered office. The same agenda items will be considered and approved during the rescheduled session.

Regulatory Compliance and Trading Window

In compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Oscar Global notified the Bombay Stock Exchange of the adjournment and subsequent clarification. This follows the initial intimation regarding the meeting agenda submitted under Regulation 29.

The company's trading window remains closed for designated persons and their immediate relatives. This restriction continues until 48 hours after the outcome of the adjourned board meeting is declared to the stock exchange.

Gopal Bhatter, Whole Time Director and CFO, signed the intimation on behalf of the company.