Religare Enterprises Limited has announced a significant change in its shareholding structure, with four promoter entities acquiring substantial stakes through a preferential allotment. The move marks a notable shift in the company's ownership landscape and capital structure.

Key Highlights of the Acquisition

• M.B. Finmart Private Limited, Puran Associates Private Limited, VIC Enterprises Private Limited, and Milky Investment & Trading Company have collectively acquired a 29.68% stake in Religare Enterprises.
• The acquisition was executed through a preferential allotment of warrants, convertible into equity shares.
• A total of 11,914,892 warrants were issued at Rs. 235.00 per warrant on September 12, 2025.
• These warrants are convertible into an equal number of equity shares within 18 months from the date of allotment.

Breakdown of Shareholding

Post-acquisition, the shareholding structure of the promoter entities is as follows:

Transaction Details

The preferential allotment has significantly altered the company's capital structure. Key points include:

• The total equity share capital of Religare Enterprises stands at 330,653,663 shares post-acquisition.
• The diluted share capital, assuming full conversion of outstanding convertible securities and warrants, would be 395,273,945 shares.
• The warrants were issued at Rs. 235.00 per warrant, convertible into equity shares of face value Rs. 10.00 each.
• The conversion is subject to payment of the balance 75% of the total consideration within the 18-month period.

Regulatory Compliance

The acquisition has been disclosed in compliance with Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure was made to both the BSE Limited and the National Stock Exchange of India Limited, where Religare Enterprises' shares are listed.

Management Representation

Abhay Kumar Agarwal serves as the authorized signatory for all four acquiring entities, indicating a coordinated approach in this significant shareholding change.

This preferential allotment and the resulting change in shareholding structure could have important implications for Religare Enterprises' future strategic direction and governance. Investors and market watchers will likely keep a close eye on any subsequent developments or changes in the company's operations following this substantial shift in ownership.

Religare Enterprises Limited (REL) has made a significant move in the capital markets by allotting 6,38,29,782 convertible warrants at INR 235 per warrant, aiming to raise up to INR 1,499.99 crore through a preferential allotment. This strategic financial decision, approved by the company's Board of Directors on September 12, 2025, marks a substantial influx of capital for the firm.

Warrant Allotment Details

The warrants were issued to a diverse group of 11 investors, including both promoter and non-promoter entities:

Terms of the Warrant Issue

Each warrant is convertible into one equity share of face value INR 10 within 18 months from the allotment date. The company has received INR 375 crore, representing 25% of the total consideration, with the remaining 75% payable upon conversion.

Regulatory Compliance and Approvals

The allotment follows shareholder approval obtained at an Extraordinary General Meeting held on August 08, 2025, and in-principle approvals from the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) dated September 02, 2025. This move aligns with the regulations set by the Securities and Exchange Board of India (SEBI) for such preferential allotments.

Impact on Share Capital

As per the LODR filing, the warrants do not carry dividend or voting rights until conversion. Upon full conversion, these warrants have the potential to significantly impact REL's share capital structure. However, the company's current paid-up equity share capital remains unchanged at this stage.

Strategic Implications

This substantial capital raise through preferential allotment indicates Religare Enterprises' intent to strengthen its financial position. The participation of both promoter and non-promoter entities in this allotment suggests a balanced approach to fundraising and potentially signals confidence in the company's future prospects.

Investors and market watchers will be keenly observing how Religare Enterprises utilizes these funds and the potential impact on its business operations and market position in the coming months.