Summary of Key Information:

Reporting Period (Quarter/Year): Not Applicable

Nature of Filing / Announcement: Outcome of Board Meeting under SEBI Listing Regulations

Audit Opinion:

Not Specified

Auditor’s Comment:

Not Specified

Key Financial Highlights:

Not Specified

Corporate Actions:

Issuance of Debentures:

The Board approved the offer and issuance of secured, redeemable, unrated and unlisted Non-Convertible Debentures on a private placement basis within the overall borrowing limits approved by shareholders.

Investor 1 Details:
  • Type of Securities: Secured, redeemable, unrated, unlisted and Non-Convertible Debentures
  • Type of Issuance: Private Placement
  • Total Number of Securities: 800 (Eight Hundred) NCDs
  • Nominal Value per NCD: INR 5,00,000 (Indian Rupees Five Lakh only)
  • Total Issue Size: Up to INR 75,00,00,000 (Indian Rupees Seventy-Five crores only)
  • Listing: No
  • Tenure: 36 Months
  • Coupon/Interest: 1% of the Investment Amount payable one time prior to the disbursement of Tranche I
  • Security: First ranking pari passu charge, to the extent of the Security Cover, on all existing and future fixed and current assets, cashflows, other assets, including inventory (if any), receivables, rental deposits, brand, intellectual property, uncalled share capital etc. are to be hypothecated along with a power of attorney. Security cover of 1.5x calculated as: [(all tangible fixed assets + all receivables (not greater than 120 days)] divided by [total secured outstanding Financial Indebtedness]
  • Special Rights/Privileges: NIL
  • Default Interest: 2% (two) per month on overdue amount for a Financial Default from the date of occurrence of the default. 2% (two) per cent per annum on the outstanding amount, over and above applicable Coupon Rate for Material Defaults
  • Redemption: The Debentures shall be fully redeemed by the Company by making the payment of the outstanding principal amounts in respect of the Debentures in 36 (thirty-six) months, in accordance with the Debenture Trust and Hypothecation Deed and other Transaction Documents
Investor 2 Details:
  • Type of Securities: Secured, redeemable, unrated and unlisted Non-Convertible Debentures
  • Type of Issuance: Private Placement
  • Total Number of Securities: 2500 (Two thousand five hundred) NCDs
  • Nominal Value per NCD: INR 1,00,000 (Indian Rupees One Lakh only)
  • Total Issue Size: Up to INR 25,00,00,000 (Indian Rupees Twenty Five Crores only)
  • Listing: No
  • Tenure: 36 Months
  • Coupon/Interest: An upfront interest payment of 1.25% of the tranche drawdown amount is payable by the issuer at that month
  • Security: The Debentures shall be secured by a second-ranking floating charge over all present and future receivables, current and fixed assets (including bank accounts, plant and machinery) and intangible assets (including IP, brands patents) of the Company, together with a first-ranking pledge over 100% of the shares of OnMobile Singapore PTE. LTD held by the issuer and a first-ranking charge/security assignment over all present and future receivables and collection accounts of OnMobile Singapore PTE. LTD., including telecom receivables
  • Special Rights/Privileges: NIL
  • Default Interest: In case of default, 2% per annum of additional interest, compounded daily, on all outstanding amounts over and above the Coupon Rate for the dates for which the Default remains outstanding
  • Redemption: The Debentures shall be fully redeemed by the Company by making the payment of the outstanding principal amounts in respect of the Debentures in 36 (thirty-six) months, in accordance with the Debenture Trust Deed, Deed of Hypothecation and other Transaction Documents

Re-appointment of Whole-time Director & CFO:

Based on the recommendation of the Nomination and Compensation Committee, the Board reappointed Radhika Venugopal (DIN: 10548693) as a Director/Whole-time Director & CFO of the Company for a further period of three years w.e.f. March 27, 2027, subject to the approval of shareholders at the ensuing Annual General Meeting of the Company.

Director Profile:

Radhika Venugopal is a results-driven, strategic professional with nearly twenty years of experience in global finance across diverse domains. As a qualified Chartered Accountant, she possesses expertise in Financial Planning Analysis & Reporting, Controllership, Statutory Reporting, Deal structuring and pricing, Contracting & Negotiations, Taxation, Treasury, Mergers & Acquisitions, Investor Relations, Statutory Compliances, Transfer pricing, Procurement and Administration. Skilled in devising solutions to enhance business operations and streamline workflows, Radhika has been an integral part of OnMobile Global Limited for over a decade. She has progressed through various key roles throughout her tenure, currently as the Chief Financial Officer of the Company, contributing significantly to the company's growth and transformative phases. Before joining OnMobile, she held positions at Vodafone and IFB Industries Ltd.

Additional Director Information:
  • No relationships between directors disclosed
  • Not debarred from holding the office of director by virtue of any order passed by SEBI or any other authority

Other Significant Information:

Not Specified