Zaggle Prepaid Ocean Services Limited has informed the stock exchanges of an amendment to its Customer Service Agreement with Honasa Consumer Limited, originally executed on February 24, 2025. The disclosure was made on May 08, 2026, in accordance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Master Circular dated January 30, 2026. The amendment marks a continuation of the business relationship between the two companies that was first announced via letter No. ZAGGLE/24-25/172 dated February 25, 2025.

Amendment Details

The key details of the amendment, as disclosed in Annexure-A filed with the exchanges, are summarised below:

Platform Enhancement Under the Amendment

Under the terms of the amendment, Zaggle Prepaid Ocean Services will provide additional features within its existing Zaggle Zoyer Platform to Honasa Consumer Limited. The amendment builds upon the original Customer Service Agreement and expands the functional capabilities available to Honasa Consumer Limited through the platform. No financial terms or contract value were disclosed as part of this regulatory filing.

Regulatory Disclosure

The intimation was submitted to both the National Stock Exchange of India Limited and BSE Limited by Avinash Ramesh Godkhindi, Managing Director and Chief Executive Officer of Zaggle Prepaid Ocean Services Limited. The filing was made in compliance with applicable SEBI listing regulations, ensuring timely disclosure of material contractual developments to the investing public.

Zaggle Prepaid Ocean Services has announced a significant modification to its previously disclosed acquisition plan involving Dice Enterprises Private Limited (Dice). In a Board meeting held on May 8, 2026, the Board of Directors approved a restructured deal, moving away from acquiring the entire shareholding of Dice to instead purchasing specific assets from the company. The disclosure was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and is in continuation of the company's earlier intimation vide letter no. ZAGGLE/25-26/28 dated June 5, 2025.

Revised Deal Structure and Consideration

Under the modified arrangement, Zaggle Prepaid Ocean Services will acquire assets from Dice comprising, but not limited to, Software, Databases/Codebase, Contracts, Intellectual Property, and Domain Names, along with all related assets in the Spend Management space. The consideration for this asset purchase has been set at approx Rs. 67.9 Crores plus taxes, if applicable. The transaction is structured as a cash consideration and does not involve any acquisition of shares or transfer of shareholding.

The following table summarises the key parameters of the proposed transaction:

About Dice Enterprises Private Limited

Dice Enterprises Private Limited, incorporated on January 12, 2018, is a spend management platform that provides travel and expense management, accounts payable management, and procurement management solutions. The entity operates exclusively in India. Dice has demonstrated consistent revenue growth over the last three financial years, as detailed below:

Dice achieved a turnover of Rs. 10.85 Crores for the financial year 2024-25, reflecting a growth trajectory over the preceding years.

Strategic Rationale

According to the disclosure, the asset acquisition is intended to expand Zaggle Prepaid Ocean Services' AI-enabled product offerings for its customers and provide access to a large base of existing customers. The combined product offering is aimed at enabling further expansion in the Indian market, as well as creating opportunities for providing solutions globally. The acquisition is not classified as a related party transaction, and neither the promoter nor the promoter group nor group companies hold any interest in Dice Enterprises.

Transaction Timeline and Compliance

The consummation of the proposed transaction is subject to the fulfillment of closing actions as identified in the Asset Purchase Agreement – Software, the Intellectual Property Assignment Agreement, and the Asset Purchase Agreement – Contracts. The transaction is expected to be completed within 120 days from the date of approval by the Board of Directors. The Board meeting at which the approval was granted commenced at 12:30 PM and concluded at 01:55 PM on May 8, 2026.