Magellanic Cloud Limited has informed the Exchange regarding Outcome of Board meeting held on May 12, 2025.
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Magellanic Cloud Limited's board has approved a Share Purchase Agreement to acquire 100% of Finoux Solutions Private Limited (FSPL), a BFSI-focused IT fintech company. The deal is valued at approximately Rs. 43.80 crore, with 80% paid through equity swap and 20% in cash. As part of the swap, the company will issue 46,72,000 equity shares at Rs. 75 each (face value Rs. 2, premium Rs. 73) to the four promoters of FSPL, totaling about Rs. 35.04 crore. FSPL reported provisional FY25 revenue of Rs. 28.36 crore and net profit of Rs. 0.82 crore, with steady revenue growth over the past three years. An Extraordinary General Meeting has been scheduled for June 10, 2025 to seek shareholder approval. The acquisition is expected to close within approximately 20 months and is not a related-party transaction.
Shareholders will see dilution from the preferential issue of 46,72,000 new shares issued to FSPL's promoters. The acquisition expands Magellanic Cloud into the fintech/BFSI space, which could support future growth but adds integration risk given the long 20-month closure timeline and FSPL's modest profit margins.