The details of the proposed transaction, as per the enclosed Annexure A, are as follows:

Target Entity Details:

  • Name: Nexon Omniverse Limited (previously known as Ethnicity Limited from April 22, 2021; name changed effective November 25, 2022)
  • Business: A fashion retailer operating under two verticals: 1) Style Union (fast fashion apparel & accessories for men, women, and kids), and 2) Ethnicity (MBO format for ethnic wear and home accessories)
  • Financials: Total turnover for FY ended March 31, 2026, was ₹1198.7 Crores. Historical turnover: FY 2025: ₹582.9 Crores, FY 2024: ₹346.7 Crores.
  • Date of Incorporation: September 7, 2011
  • Country of Establishment: India

Transaction Specifics:

  • The acquisition is not a related party transaction, and no promoters/promoter groups/group companies have any interest in the entity being acquired.
  • The target entity belongs to the Fast Fashion Retail industry.
  • The object of the acquisition is in the normal course of business for Elcid Investments Limited, which is an NBFC – Investment Company, and is in line with its main objects.
  • No governmental or regulatory approvals are required for the acquisition.
  • The indicative time period for completion is 30 days.
  • The nature of consideration is cash.

Investment Details:

  • The Company intends to subscribe to 160 Series E Compulsorily Convertible Preference Shares (CCPS) of Nexon Omniverse Limited.
  • The subscription price is ₹1,00,000 per CCPS.
  • The total investment amount is ₹1,60,00,000 (Rupees One Crore Sixty Lakhs Only).
  • Post-conversion, each Series E CCPS will convert into 9195 equity shares (Conversion ratio: 57.47 equity shares per CCPS).
  • Considering previous investments and this proposed Series E CCPS round, Elcid's aggregate shareholding in Nexon Omniverse Limited, on a fully diluted basis, is expected to be approximately 0.60% of the total share capital.