Phantom Digital Effects revises CCD issue price to ₹213.93

1 min read     Updated on 26 May 2026, 03:01 AM
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Phantom Digital Effects Limited revised its preferential CCD issue details to Zee Entertainment, setting the relevant date to April 13, 2026, and the issue price at ₹213.93 per CCD. The aggregate issue size is ₹115.70 crore, with the allottee holding 24.89% post-conversion. The company clarified omissions regarding the valuation report and fraud status.

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Phantom Digital Effects Limited has revised the pricing and structure of its proposed preferential issue of Compulsorily Convertible Debentures (CCDs) to Zee Entertainment Enterprises Limited following observations by the National Stock Exchange of India Limited (NSE). The company corrected the relevant date from April 14, 2026, a non-trading day, to April 13, 2026, necessitating adjustments to the issue price and the number of securities to be issued. The aggregate issue size stands at ₹115,70,36,340.

The revisions were submitted to the NSE on May 24, 2026, pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company clarified that the valuation report required under SEBI ICDR Regulations was obtained prior to the dispatch of the shareholder notice but was inadvertently omitted from earlier disclosures. It also confirmed that it is not categorised as a fraudulent borrower, wilful defaulter, or fugitive economic offender by any regulatory authority.

The revised issue parameters include an issue price of ₹213.93 per CCD, comprising a face value of ₹10 and a securities premium of ₹203.93. The company will issue up to 54,08,481 CCDs. The timeline for utilisation of proceeds, previously indicated as 12 months, will be reckoned from the date of allotment of the CCDs based on the estimated implementation schedule.

Particulars Details
Number of CCDs Up to 54,08,481 CCDs
Revised Relevant Date April 13, 2026
Revised Issue Price ₹213.93 per CCD
Face Value ₹10 per CCD
Securities Premium ₹203.93 per CCD
Aggregate Issue Size ₹115,70,36,340

The company also corrected a discrepancy regarding the total utilisation amount, aligning it precisely with the exact issue size of ₹11,570.363 lakh. Upon full conversion of the CCDs, Zee Entertainment Enterprises Limited will hold approximately 24.89% of the post-issue paid-up equity share capital on a fully diluted basis. This stake is below the 25% threshold that would trigger an open offer under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The revised shareholding pattern reflects the conversion of outstanding warrants allotted to the promoter and the allotment of CCDs to the proposed allottee. Promoter holding will decrease to 34.05% post-issue, while public shareholding will increase to 65.95%. All revised disclosures have been given retrospective effect in the notices circulated to shareholders.

Historical Stock Returns for Phantom Digital Effects

1 Day5 Days1 Month6 Months1 Year5 Years
-6.64%-0.19%-10.96%-34.66%-24.69%-40.63%

How will the injection of ₹1,157 crore specifically impact Zee Entertainment's balance sheet and debt reduction strategy?

Will Zee Entertainment seek shareholder approval to raise the stake above 25% in the future, potentially triggering an open offer?

What are the strategic synergies expected between Phantom Digital Effects and Zee Entertainment following this investment?

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Phantom Digital Effects 1st EOGM: All Four Resolutions Passed with Requisite Majority

5 min read     Updated on 16 May 2026, 02:27 AM
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Phantom Digital Effects Limited held its 01st EOGM on May 14, 2026 via VC/OAVM, where all four resolutions — CCD preferential issuance of ₹11,570.00 lakhs, share capital increase, and appointment of Mr. Armugam Narayana and Mrs. Vandana Bhojgaria as Non-Executive Independent Directors — were passed with requisite majority. The Scrutinizer's Report dated May 15, 2026 confirmed 7,294,000 total votes polled for Resolutions 1 and 2, and 7,288,000 for Resolutions 3 and 4, with no invalid votes recorded.

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Phantom Digital Effects Limited successfully concluded its 01st Extra Ordinary General Meeting (EOGM) for FY 2026-27 on Thursday, 14th May, 2026, held via Video Conference (VC)/Other Audio-Visual Means (OAVM) from 12:30 P.M. to 01:06 P.M. All four resolutions placed before the members were passed with the requisite majority. The company subsequently filed the voting results and Scrutinizer's Report with the National Stock Exchange of India Limited on 15th May, 2026, pursuant to Regulation 30 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Revised Fund Allocation for CCD Issuance

Prior to the EOGM, the company published an addendum to the corrigendum of its EGM notice on 12th May, 2026, revising the object-wise fund allocation for the preferential issue of Compulsorily Convertible Debentures (CCDs) aggregating to ₹11,570.00 lakhs. The addendum substitutes Clause (a1) under Item No. 1 of the Explanatory Statement, reclassifying funding for subsidiaries Milk Visual Effects Ltd. and Tippett Studios Inc. under "Funding for Overseas Investments", while limiting working capital allocation to the parent company in India.

Particulars ₹ in Lakhs ₹ in Lakhs
Funding for Overseas Investments
Milk Visual Effects Ltd., London, UK 3,800.00
Tippett Studios Inc., Berkeley, California, USA 1,500.00 5,300.00
Funding towards Repayment of Financial Creditors 3,700.00
Funding towards Working Capital Requirements (Company) 2,370.00
General Corporate and Issue Expenses 200.00
Total Utilisation of Fund 11,570.00

EOGM Proceedings

The meeting was held in compliance with the Companies Act, 2013 and relevant circulars issued by the Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI). Mr. Bejoy Arputharaj Sam Manohar, Chairman and Managing Director, presided over the meeting. He was joined at the meeting venue — 6th Floor, Tower B, Plot No. 14, 3rd Main Road, Ambattur, Chennai-600058 — by Mr. Binu Joshua Sam Manohar, Whole Time Director & Chief Financial Officer; Mr. Sivasankaran Ravindran, Whole Time Director; Mr. Rajesh Kumar Samal, Company Secretary & Compliance Officer; Mr. Swarna Prakash T.V, Deputy Chief Financial Officer; and Mr. Anantharaman S, VP-Finance. Non-Executive Independent Directors participated through VC/OAVM. Representatives of M/s. L U Krishnan & Co., Statutory Auditors, and M/s. KEK Associates LLP, Internal Auditors, were present via Video Conferencing. Mr. Susanta Kumar Dehury, Proprietor of M/s. SKD & Associates, Practicing Company Secretaries, served as the Scrutinizer.

The total number of shareholders on the record date (cut-off date: 07th May, 2026) was 4,330. Of these, 2 promoter/promoter group shareholders were present in person, while 1 promoter/promoter group and 25 public shareholders attended via video conferencing.

Special Business Transacted

The following four resolutions were placed before the members for their approval:

Resolution No. Business Type
1 Raising of funds via issuance of Compulsorily Convertible Debentures (CCDs) on a Preferential Basis Special Resolution
2 Increase in Authorised Share Capital and consequential alteration of capital clause of Memorandum of Association Ordinary Resolution
3 Appointment of Mr. Armugam Narayana (DIN: 10689254) as Non-Executive Independent Director for a term of five years Special Resolution
4 Appointment of Mrs. Vandana Bhojgaria (DIN: 09686637) as Non-Executive Independent Director for a term of five years Special Resolution

Voting Results

The remote e-voting facility, provided by National Securities Depository Limited (NSDL), commenced on 11th May, 2026 at 09:00 A.M. and concluded on 13th May, 2026 at 05:00 P.M. E-voting was also extended during the EOGM to members who had not cast their votes through remote e-voting. A total of 42 members cast their votes through remote e-voting and 1 member voted during the EGM. The Scrutinizer's Report, dated 15th May, 2026, confirmed all resolutions were passed with requisite majority, with no invalid votes recorded.

The detailed agenda-wise voting results are as follows:

Resolution 1 & 2 — CCD Issuance (Special) and Share Capital Increase (Ordinary)

Category Shares Held Votes Polled % Polled Votes in Favour Votes Against % in Favour % Against
Promoter & Promoter Group 6,998,800 6,998,800 100.00 6,998,800 0 100.00 0.00
Public Institutions 425,400 138,900 32.65 138,900 0 100.00 0.00
Public – Others 8,498,600 156,300 1.84 155,400 900 99.42 0.58
Total 15,922,800 7,294,000 45.81 7,293,100 900 99.99 0.01

Resolution 3 & 4 — Appointment of Independent Directors (Special)

Category Shares Held Votes Polled % Polled Votes in Favour Votes Against % in Favour % Against
Promoter & Promoter Group 6,998,800 6,998,800 100.00 6,998,800 0 100.00 0.00
Public Institutions 425,400 138,900 32.65 138,900 0 100.00 0.00
Public – Others 8,498,600 150,300 1.77 150,000 300 99.80 0.20
Total 15,922,800 7,288,000 45.77 7,287,700 300 100.00 0.00

Scrutinizer's Consolidated Report Summary

The Scrutinizer, Susanta Kumar Dehury (FCS: 7408, CP: 27050) of M/s. SKD & Associates, submitted the consolidated report on 15th May, 2026 from Chennai. The report confirmed the following vote tallies across all resolutions:

Item No. Resolution Assent (Votes) Dissent (Votes) Total Votes Result
1 CCD Issuance on Preferential Basis 7,293,100 (99.99%) 900 (0.01%) 7,294,000 Passed
2 Increase in Authorised Share Capital 7,293,100 (99.99%) 900 (0.01%) 7,294,000 Passed
3 Appointment of Mr. Armugam Narayana 7,287,700 (100%) 300 (0.00%) 7,288,000 Passed
4 Appointment of Mrs. Vandana Bhojgaria 7,287,700 (100%) 300 (0.00%) 7,288,000 Passed

All resolutions are deemed to have been passed on 14th May, 2026, the date of the EOGM. The voting results along with the Scrutinizer's Report have been uploaded on the company's website at https://www.phantomfx.com/investor/shareholder-meeting.php and on the NSDL website at www.evoting.nsdl.com . The document is signed by Bejoy Arputharaj Sam Manohar, Managing Director (DIN: 03459098).

Historical Stock Returns for Phantom Digital Effects

1 Day5 Days1 Month6 Months1 Year5 Years
-6.64%-0.19%-10.96%-34.66%-24.69%-40.63%

How will the ₹5,300 lakhs allocated for overseas investments in Milk Visual Effects Ltd. and Tippett Studios Inc. be deployed, and what revenue synergies does Phantom Digital Effects expect from these subsidiaries?

What is the timeline for the conversion of the ₹11,570 lakhs worth of CCDs into equity, and how might the resulting dilution impact existing shareholders' value?

How does Phantom Digital Effects plan to repay the ₹3,700 lakhs allocated to financial creditors, and what improvement in its debt-to-equity ratio is anticipated post-CCD conversion?

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