UVS Hospitality and Services Limited board reconsidered and reapproved comprehensive strategic expansion initiatives during its February 21, 2026 meeting. The plan includes acquiring 51% stake in Calcio Restaurants Private Limited through share swap mechanism involving 35,02,671 equity shares at Rs. 100 each, plus fund raising of Rs. 47.48 crores through equity shares and convertible warrants to non-promoter investors.
UVS Hospitality Board Reapproves Rs. 82.48 Crore Strategic Expansion Plan
UVS Hospitality and Services Limited board reconsidered and reapproved comprehensive strategic expansion initiatives during its meeting held on February 21, 2026. The company confirmed its multi-faceted approach involving strategic acquisition and fund raising totaling Rs. 82.48 crores, marking a significant milestone in its growth trajectory.
Strategic Acquisition Through Share Swap
The board reapproved the acquisition of up to 51% stake in Calcio Restaurants Private Limited through a share swap mechanism. The transaction involves issuing up to 35,02,671 equity shares at Rs. 100.00 per share, including a premium of Rs. 90.00, with a face value of Rs. 10.00 each.
Transaction Details: Specifications Target Company: Calcio Restaurants Private Limited Acquisition Percentage: Up to 51% Shares to be Acquired: 5,15,100 equity shares UVS Shares to be Issued: 35,02,671 equity shares Issue Price: Rs. 100.00 per share Total Acquisition Value: Rs. 35,02,67,100
Target Company Profile
Calcio Restaurants Private Limited, incorporated on September 30, 2020, operates in the hotels and restaurants business with its registered office in Mumbai. The company has demonstrated substantial growth trajectory with strong financial performance across multiple years.
Financial Performance: Amount (Rs.) FY 2024-25 Turnover: 52,03,17,699 FY 2023-24 Turnover: 27,84,43,004 FY 2022-23 Turnover: 10,26,39,041
The acquisition is expected to be completed within 15 days from shareholder approval and other regulatory clearances. Post-acquisition, Calcio Restaurants will become a subsidiary of UVS Hospitality, enabling consolidation of operations and enhancement of strategic value.
Fund Raising Initiatives
The board reapproved two additional fund raising measures targeting non-promoter investors. The initiatives comprise equity shares issuance and convertible warrants, both priced at Rs. 100.00 per share.
Fund Raising Components: Details Equity Shares Issue: 15,83,000 shares at Rs. 100.00 each Equity Issue Value: Rs. 15,83,00,000 Convertible Warrants: 31,65,000 warrants at Rs. 100.00 each Warrants Value: Rs. 31,65,00,000 Total Fund Raising: Rs. 47,48,00,000
Warrant Conversion Terms
The convertible warrants carry specific terms for conversion into equity shares. Each warrant provides the right to subscribe to one equity share, exercisable within 18 months from the allotment date. Warrant holders can exercise their rights in one or more tranches during this period. Unexercised warrants will lapse after 18 months, with amounts paid standing forfeited.
Corporate Governance
The board constituted a Securities Issue Committee comprising one Executive Director and two Independent Directors. This committee will oversee the entire process of equity share issuance on a preferential basis, including liaison with stock exchanges and appointment of necessary consultants and authorities.
Capital Structure Impact
Upon completion of all approved transactions, the company's paid-up share capital will increase significantly from Rs. 38,13,26,000 to Rs. 42,11,00,710. The strategic initiatives reflect UVS Hospitality's commitment to expanding its presence in the hospitality sector through targeted acquisitions and strengthened capital structure, positioning the company for enhanced operational efficiency and future growth opportunities.
UVS Hospitality and Services Limited (formerly known as Thirdwave Financial Intermediaries Ltd) has successfully concluded its board meeting held on February 14, 2026, approving quarterly financial results and significant corporate actions under Regulation 30 of SEBI's Listing Obligations and Disclosure Requirements Regulations, 2015.
Q3FY26 Financial Results Approved
The board of directors considered and approved the unaudited standalone and consolidated financial results for the quarter and nine months ended December 31, 2025. The financial results were reviewed by the Audit Committee along with the Limited Review Report issued by the company's statutory auditors, TDK & Co. Chartered Accountants.
Financial Parameter: Status Standalone Results: Approved for Q3 and 9M FY26 Consolidated Results: Approved for Q3 and 9M FY26 Audit Committee Review: Completed Statutory Auditor Report: Limited Review Report issued
Strategic Acquisition of Calcio Restaurants
The board approved a significant acquisition through share swap arrangement with Calcio Restaurants Private Limited, a Mumbai-based hospitality company incorporated on September 30, 2020.
Acquisition Details: Specifications Target Company: Calcio Restaurants Private Limited Acquisition Stake: Up to 51% (5,15,100 equity shares) Transaction Value: Rs. 43,62,89,281 Shares to be Issued: 43,62,855 equity shares Issue Price: Rs. 100.00 per share (including Rs. 90.00 premium) Face Value: Rs. 10.00 per share Transaction Method: Share swap (non-cash consideration)
The target company operates in the hotels and restaurants sector with impressive revenue growth, recording turnover of Rs. 52,03,17,699 in FY25, Rs. 27,84,43,004 in FY24, and Rs. 10,26,39,041 in FY23.
Comprehensive Fund Raising Initiative
The company has approved a substantial fund raising plan totaling Rs. 47,48,00,000 through multiple instruments, all targeted at non-promoter investors.
Equity Share Issuance
Equity Issue Parameters: Details Number of Shares: Up to 15,83,000 equity shares Issue Price: Rs. 100.00 per share (including Rs. 90.00 premium) Face Value: Rs. 10.00 per share Total Amount: Rs. 15,83,00,000 Issue Type: Preferential allotment to non-promoters
Convertible Warrants Issuance
Warrants Parameters: Details Number of Warrants: Up to 31,65,000 convertible warrants Issue Price: Rs. 100.00 per warrant (including Rs. 90.00 premium) Face Value: Rs. 10.00 per warrant Total Amount: Rs. 31,65,00,000 Conversion Period: 18 months from allotment date Conversion Ratio: One equity share per warrant
Corporate Governance and Implementation
The board has established a Securities Issue Committee comprising one Executive Director and two Independent Directors to oversee the entire process of equity issuance and allotment. This committee will handle liaison with stock exchanges and appointment of various consultants as required.
Implementation Timeline: Details Board Meeting Duration: 8:00 PM to 8:45 PM Acquisition Completion: Within 15 days of shareholder approval Required Approvals: Shareholders and regulatory authorities Committee Formation: Securities Issue Committee established
All proposed transactions are subject to approval from shareholders and relevant regulatory authorities including stock exchanges. The company secretary Preeti Goyal (Membership No: A58762) signed the regulatory filings confirming these developments.
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