Vivo Bio Tech Limited has completed a significant acquisition in Virinchi Limited through the allotment of convertible equity warrants, marking a substantial investment by the promoter group entity. The transaction was executed through preferential allotment over two consecutive days in January 2026.

Acquisition Details

The acquisition involved the allotment of 1.60 crore convertible equity warrants to Vivo Bio Tech Limited, completed in two tranches. The company received 86,00,000 warrants on January 08, 2026, followed by 74,00,000 warrants on January 09, 2026.

Shareholding Impact

The acquisition significantly enhances Vivo Bio Tech's position in Virinchi Limited, representing a substantial stake in the target company's equity structure.

Warrant Conversion Terms

The convertible equity warrants carry specific terms for conversion into equity shares of Virinchi Limited. Each warrant entitles the holder to apply for and receive one equity share of face value ₹10.00, ranking pari-passu with existing equity shares.

Key conversion features include:

• Conversion Period: 18 months from allotment date
• Conversion Price: ₹28.00 per share
• Conversion Ratio: 1:1 (one warrant converts to one equity share)
• Rights: Full voting and dividend rights upon conversion

Regulatory Compliance

Vivo Bio Tech Limited has fulfilled its disclosure obligations under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The company submitted the required documentation to BSE Limited (Scrip Code: 532372) and National Stock Exchange of India Limited (Symbol: VIRINCHI) on January 12, 2026.

Post-Acquisition Capital Structure

Following the warrant allotment, Virinchi Limited's diluted share capital stands at 12.60 crores equity shares aggregating ₹126.05 crores. This calculation assumes conversion of all 2.34 crore outstanding warrants into equity shares. The current equity share capital remains unchanged at 10.26 crores shares valued at ₹102.65 crores until warrant conversion occurs.

Virinchi Limited has completed the allotment of 74,00,000 convertible equity warrants to Vivo Bio Tech Limited, a promoter group entity, marking a significant capital raising initiative. The allotment was approved by the company's Stakeholders Relationship Committee on January 9, 2026, following comprehensive regulatory approvals and shareholder consent.

Warrant Allotment Details

The convertible equity warrants were issued at a price of ₹28.00 per warrant, comprising a face value of ₹10.00 and a premium of ₹18.00. The company has received ₹5.18 crores as the initial 25% subscription amount from the allottee.

Regulatory Approvals and Framework

The warrant issuance was conducted under a comprehensive regulatory framework with multiple approvals. Shareholders had initially approved the issuance of up to 2,00,00,000 convertible equity warrants through a special resolution passed at an Extra-Ordinary General Meeting held on November 15, 2025. The company subsequently received in-principle approvals from both BSE (letter LOD/PREF/KS/FIP/1456/2025-26 dated December 31, 2025) and NSE (letter NSE/LIST/51564 dated December 31, 2025).

The allotment was executed on a preferential basis in accordance with SEBI (ICDR) Regulations, 2018, ensuring compliance with all regulatory requirements for such capital market transactions.

Conversion Terms and Timeline

The convertible warrants carry specific terms for conversion into equity shares. Each warrant is convertible into one fully paid-up equity share of face value ₹10.00 upon payment of the remaining 75% of the issue price, which amounts to ₹21.00 per warrant. The warrants must be exercised within 18 months from the allotment date, and warrant holders can exercise their conversion rights in one or more tranches during this period.

If warrants remain unexercised beyond the 18-month tenure, they will lapse automatically, and the amounts paid by warrant holders will be forfeited by the company.

Impact on Shareholding Pattern

The warrant allotment will significantly alter Virinchi Limited's shareholding structure upon full conversion. The analysis assumes complete conversion of the allotted warrants into equity shares.

The conversion will increase the promoter group's stake by 4.20 percentage points while correspondingly reducing public shareholding. Currently, there is no change in the company's paid-up share capital as the warrants represent a contingent allotment pending full payment and conversion.

Financial Implications

Upon full conversion, Virinchi Limited will receive a total consideration of ₹20.72 crores from the warrant exercise. The company has already collected ₹5.18 crores as the initial payment, with the remaining ₹15.54 crores expected upon warrant conversion. This capital infusion will strengthen the company's financial position and provide resources for business expansion and operational requirements.

The preferential allotment to a promoter group entity demonstrates confidence in the company's prospects while ensuring that the additional capital comes from committed long-term stakeholders aligned with the company's strategic objectives.