Retaggio Industries Allots Seventh Tranche of 3,06,000 Equity Shares on Conversion of Convertible Warrants

Retaggio Industries Limited has allotted a seventh tranche of 3,06,000 equity shares of Rs. 10/- each, fully paid up, upon conversion of an equivalent number of convertible warrants on a preferential basis. The allotment was approved at a Board of Directors meeting held on 12th May, 2026, at the company's registered office in Mumbai. The board meeting commenced at 10:00 a.m. and concluded at 10:20 a.m.

Allotment Details

The equity shares were issued at Rs. 26/- per share, with the allottee having previously paid 25% of the allotment price at the time of warrant subscription. The balance 75% of the consideration was subsequently paid, triggering the conversion of warrants into equity shares. The following table summarises the allotment:

Metric: Details Allottee: Retaggio Hospitality LLP (Promoter Group) No. of Equity Shares Allotted: 3,06,000 Issue Price per Share: Rs. 26/- 75% Balance Consideration Paid: Rs. 59,67,000/- Conversion Ratio: 1:1 (one equity share per convertible warrant) Allotment Type: Preferential Allotment

Regulatory and Shareholder Approvals

The allotment was carried out in accordance with the special resolution passed by shareholders on 11th December, 2025, and pursuant to the in-principle approval received from BSE Limited vide letter number LOD/PREF/SS/FIP/1509/2026-27 dated 08th January, 2026. The warrants were originally allotted on 13th January, 2026, at Rs. 6.5/- per warrant, representing 25% of the total consideration. The allotment is compliant with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Regulation 169(2) of the SEBI (ICDR) Regulations, 2018.

Impact on Share Capital

Consequent to this allotment, the paid-up equity share capital of the company has increased. The table below outlines the post-allotment capital structure:

Metric: Details Revised Paid-up Equity Share Capital: Rs. 19,53,61,600/- Total No. of Equity Shares: 1,95,36,160 Face Value per Share: Rs. 10/- Post-Allotment Shareholding of Retaggio Hospitality LLP: 1.57%

The newly issued equity shares rank pari-passu with the existing equity shares of the company in all respects.

Warrant Conversion Terms

The key terms governing the convertible warrants are as follows:

Warrant holders are entitled to exercise their warrants in one or more tranches within 18 months from the date of allotment of the warrants.

25% of the warrant issue price was received at the time of subscription and allotment of each warrant.

The balance 75% was payable by the warrant holder(s) upon exercise of the warrant(s).

In the event a warrant holder does not exercise the warrants within the stipulated 18-month period, the unexercised warrants shall lapse and the amount paid shall stand forfeited by the company.

The disclosures pertaining to this allotment have been made in accordance with SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

Retaggio Industries Limited has completed the allotment of 3,30,000 equity shares following warrant conversion, with promoter entity Retaggio Trading Services LLP filing comprehensive regulatory disclosures under SEBI regulations. The transaction, executed on 29th April 2026, represents the sixth tranche of warrant conversion approved by the Board of Directors.

Warrant Conversion Details

The equity shares of Rs. 10 each were allotted to Retaggio Trading Services LLP on a preferential basis, with the balance 75% consideration of Rs. 64,35,000 paid upon exercise of the conversion right. The warrant holders had previously paid 25% of the allotment price at subscription, in accordance with Regulation 169(2) of the SEBI (ICDR) Regulations, 2018.

Parameter: Details Allottee: Retaggio Trading Services LLP Shares Allotted: 3,30,000 Face Value: Rs. 10 each Premium: Rs. 16 per warrant Total Consideration (75%): Rs. 64,35,000

SEBI Regulatory Compliance

Retaggio Trading Services LLP, through Designated Partner Savinay Lodha, filed the substantial acquisition disclosure under Regulation 29 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The filing provides detailed shareholding information before and after the warrant conversion.

Shareholding Details: Before Conversion After Conversion Voting Shares: 57,12,000 (30.22%) 60,42,000 (31.42%) Outstanding Warrants: 52,80,000 49,50,000 Total Holdings: 1,09,92,000 (30.22%) 1,09,92,000 (31.42%)

Capital Structure Impact

Following this allotment, the company's paid-up equity share capital increased from Rs. 18,90,01,600 to Rs. 19,23,01,600, divided into 1,92,30,160 equity shares of face value Rs. 10 each. The total diluted share capital, assuming full conversion of outstanding warrants, stands at Rs. 34,67,61,600.

The warrants were originally allotted on 13th January 2026 at Rs. 6.50 per warrant, with an 18-month exercise period. The newly issued equity shares rank pari-passu with existing equity shares, and Retaggio Trading Services LLP maintains its promoter status with increased shareholding percentage.

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