PC Jeweller Limited has disclosed a significant shareholding change following the conversion of warrants by promoter group entity New Track Garments Private Limited. The transaction represents a strategic move by the promoter group to increase their equity stake in the jewelry retailer.

Warrant Conversion Details

New Track Garments Private Limited successfully converted 283866880 fully convertible warrants into equity shares through preferential allotment on March 30, 2026. The conversion was executed by paying the balance 75% of the issue price, in compliance with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Shareholding Changes

The warrant conversion resulted in a substantial increase in New Track Garments' shareholding in PC Jeweller Limited. The promoter group entity's stake expanded significantly following the transaction.

Krishna Devi, identified as a Person Acting in Concert (PAC), maintained her existing shareholding of 484628130 shares, representing 5.66% of the total share capital and 4.72% of the diluted share capital.

Capital Structure Impact

The warrant conversion significantly altered PC Jeweller's capital structure, with the equity share capital increasing substantially following the allotment of new shares.

Outstanding Warrants

Post-conversion, New Track Garments Private Limited retains 300000000 warrants, representing 2.92% of the total diluted share capital. These warrants provide the promoter group entity with potential for further equity participation in PC Jeweller Limited.

The disclosure was filed under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, reflecting the company's compliance with regulatory requirements for substantial shareholding changes.

PC Jeweller Limited has completed the allotment of 7,90,45,290 equity shares on March 31, 2026, following the conversion of fully convertible warrants by two non-promoter public category investors. The Board of Directors approved the allotment through a circular resolution, with the final approval received at 5:46 PM on March 31, 2026.

Warrant Conversion Details

The allotment involved the conversion of 79,04,529 fully convertible warrants into 7,90,45,290 equity shares, each having a face value of ₹1. The conversion was executed at ₹42.15 per warrant, representing 75% of the issue price, and generated proceeds of ₹33,31,75,897.35 for the company.

Allottee Breakdown

The warrant conversion involved two allottees from the non-promoter public category. Unico Global Opportunities Fund Limited converted 78,92,729 warrants into 7,89,27,290 equity shares, receiving the majority allocation. Arpan Modani converted 11,800 warrants into 1,18,000 equity shares, completing the conversion process.

Impact on Share Capital Structure

The warrant conversion resulted in a significant change to the company's paid-up equity share capital structure. The total paid-up capital increased from ₹856,95,57,885 to ₹864,86,03,175, representing an addition of ₹7,90,45,290.

Shareholding Pattern Changes

The allotment has altered the company's shareholding pattern, with the promoter group's stake decreasing from 41.10% to 40.72%. Correspondingly, public shareholding increased from 58.90% to 59.28%, reflecting the dilution effect of the new equity shares issued to non-promoter investors.

The newly allotted equity shares rank pari-passu with existing equity shares of the company. The conversion was completed in accordance with SEBI regulations, following the company's earlier intimations dated September 30, 2024, and October 11, 2024, regarding the initial allotment of 48,08,02,500 fully convertible warrants through preferential allotment.