Nazara Technologies Limited ("the Company") informs the Exchange regarding Disclosure under Regulation 30 of the SEBI (LODR) Regulations, 2015 - Amendment on Investment Agreement entered by the Company with Nodwin Gaming Private Limited.
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Nazara Technologies has amended its Investment Agreement with Nodwin Gaming, its material subsidiary, leading to Nodwin's de-subsidiarisation. The company has given up key control rights including the right to appoint a majority of directors, appoint or terminate the CFO, and approve the annual operating plan of Nodwin. As a result, Nodwin will be reclassified from a subsidiary to an associate company, even though Nazara remains the largest shareholder with a 46.87% equity stake. The amendment was approved by shareholders at an EGM on August 13, 2025, and executed on August 14, 2025. Nazara will retain pre-emptive rights to participate in new share offers on a pro-rata basis with other shareholders.
Nodwin's financials will no longer be fully consolidated into Nazara's books and will instead be reported as an associate (equity method), which may reduce reported revenue and profit at the consolidated level. Shareholders should expect a change in how Nodwin's performance flows into Nazara's numbers, though the company maintains significant influence and economic exposure through its 46.87% holding.