Issuance of 45,00,000 Equity shares by way of conversion of loan into equity and issuance of 23,21,37,112 equity shares on preferential basis by way of swap of shares.
Awaiting price reaction for this filing.
The board approved two preferential equity issuances: (1) 45 lakh shares at Rs. 15 each (Rs. 6.75 crore) to promoter Jatinbhai Ramanbhai Patel through conversion of an existing loan under an approved resolution plan, and (2) 23.21 crore shares at Rs. 15 each (Rs. 348.21 crore) via share swap (non-cash consideration) to promoters, promoter group, and several public allottees. Post-issue, the share count jumps from roughly 50 lakh to around 24.14 crore shares, massively diluting existing promoter percentages (e.g., Vandanaben Patel from 65% to 20.9%, Jatinbhai Patel from 5% to 1.99%). The same board approved changing the company name to 'Audroc Limited', moving the registered office from Thane (Maharashtra) to Ahmedabad (Gujarat), and completely overhauling the object clause to pivot into agriculture, FMCG, food processing, dairy, and organic farming businesses. The board also approved divesting material subsidiary Vintage FZE (India) Private Limited for a nominal Rs. 90,000 and increasing borrowing limits to Rs. 5,000 crore. An AGM is scheduled for March 23, 2026 to seek shareholder approval for all these changes.
Existing shareholders will face extreme dilution (~50x expansion of share base), though since most new allottees are Patel family members, control remains within the family. The combined name change, relocation, and complete shift in business objects from likely textiles to agri/FMCG represents a fundamental strategic transformation that investors should carefully evaluate before the March 23 AGM.