Ace Software Exports Limited has filed regulatory disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, announcing its strategic investment in MyUtilityGenius Limited (MUG) and MyUtilityGenius Commercial Limited (MUGC), UK-based energy technology companies, through a binding term sheet.

Regulatory Filing and Compliance

The company submitted its formal disclosure to BSE Limited on February 15, 2026, through Company Secretary & Compliance Officer Mansi Patel. The filing includes a comprehensive press release detailing the proposed strategic investment that positions Ace Software for entry into the regulated energy technology sector.

Strategic Investment Framework

The proposed investment represents Ace Software's strategic entry into a regulated, technology-led services sector undergoing structural transformation driven by digitization, regulatory evolution, and sustainability imperatives. The transaction aligns with the company's long-term strategy of selective international expansion and portfolio diversification through scalable, data-centric platforms in developed markets.

Target Company Operations

MUG & MUGC operates as a UK-based energy technology and consultancy group delivering software platforms, analytics-driven services, and sector-specific advisory solutions across domestic and commercial energy markets. The companies provide API-enabled acquisition tools, white-label energy enrollment and switching platforms, analytics-led decision support, and flexible energy procurement solutions designed to improve efficiency, manage volatility, and enhance customer engagement.

Governance and Control Structure

Upon completion, Ace Software will hold 40% of the fully diluted equity share capital in each target entity while being vested with substantive governance and control rights. These include majority board representation, affirmative voting and reserved matter rights, and step-up rights enabling an increase to majority shareholding, subject to applicable laws and approvals.

The proposed acquisition remains subject to execution of definitive Share Purchase & Subscription Agreement and Shareholders' Agreement, completion of due diligence, and fulfillment of customary conditions precedent. The transaction structure involves acquiring shares through combination of subscription to newly issued share capital and purchase from existing shareholder Westbury Solutions Limited.

Ace Software Exports Limited announced its unaudited financial results for the quarter ended December 31, 2025, alongside a significant acquisition that will strengthen its position in the education technology sector. The Board of Directors, meeting on February 13, 2026, approved both the quarterly results and the complete acquisition of Theia Education Private Limited under Regulation 33 of SEBI LODR Regulations.

Q3FY26 Financial Performance

The company delivered solid standalone financial performance for the quarter ended December 31, 2025. Key metrics demonstrate growth across revenue and profitability parameters compared to the previous year.

For the nine months ended December 31, 2025, the company reported revenue from operations of ₹1,100.98 lakhs compared to ₹811.67 lakhs in the corresponding period of the previous year, representing a growth of 35.6%. Net profit for the nine-month period stood at ₹225.59 lakhs against ₹168.44 lakhs in the previous year.

Consolidated Results Show Strong Performance

On a consolidated basis, Ace Software Exports demonstrated robust growth across all key metrics. The consolidated results include performance from subsidiaries and step-down subsidiaries across multiple geographies.

Strategic Acquisition of Theia Education

The Board approved a Share Purchase Agreement to acquire the remaining 1,56,000 equity shares of Theia Education Private Limited, making it a wholly owned subsidiary. This strategic move consolidates the company's shareholding to 100% from its existing stake.

Theia Education Private Limited, incorporated in 2023, operates as a futuristic education company utilizing artificial intelligence to enhance learning processes for students and educators. The company reported revenue from operations of ₹100.66 lakhs in financial year 2025 and ₹197.88 lakhs in financial year 2024. TEPL creates responsive and intuitive learning ecosystems where AI adapts in real-time to individual learner needs, offering programs from foundational skills development to advanced research tools for higher education.

Rights Issue and Capital Structure

The company successfully completed a rights issue during the quarter, allotting 54,71,101 partly paid-up rights equity shares on December 19, 2025. Each share has a face value of ₹10 with ₹4.50 paid-up, issued at ₹110 per share including a premium of ₹100. The paid-up equity share capital increased to ₹1,522.79 lakhs as of December 31, 2025, compared to ₹640.00 lakhs in the previous year.

Regulatory and Operational Updates

The company continues to monitor the implementation of four new Labour Codes notified by the Government of India, effective November 21, 2025, which consolidate 29 existing labour laws. Management is evaluating the potential impact and will recognize any effects in subsequent periods upon finalization of rules and clarifications. The company operates under a single segment of "Computer Software and Services Exports" and maintains its focus on technology-driven solutions across domestic and international markets.