Board approves share-swap preferential issue of ~2.59 crore equity shares and ~98.32 lakh warrants
Board approved a preferential issue to shareholders of Popees Baby Care Products Ltd — paid for by swapping their shares in that company, not in cash.
By ScoutQuest · · 3 min read
- Equity Shares to be Issued
- Up to ~2.59 crore equity shares at Rs. 142.44 each
- Total Issue Consideration
- Rs. 3,68,76,32,436 (face value Rs. 10 plus premium Rs. 132.44)
- Convertible Warrants
- Up to ~98.32 lakh fully convertible warrants at Rs. 142.44 each
Board outcome: what was approved
- Up to ~2.59 crore fully paid-up equity shares of face value of Rs. 10 each, at an issue price of Rs. 142.44 per share, on a preferential basis.
- Up to ~98.32 lakh fully convertible warrants, at an issue price of Rs. 142.44 per warrant, on a preferential basis.
- Both are for consideration other than cash, that is, by way of a swap of shares, to the shareholders (Promoters and Non-Promoters) of Popees Baby Care Products Limited, referred to as the Target Company or PBCPL.
- Both are subject to approval of shareholders at the General Meeting and such other approvals as may be required.
How the share-swap works
This is not a cash fund raise. The company is issuing its own shares to the owners of another company, and in exchange it will receive their shares in that company. The update does not put a value on the Target Company; it only sets out the price and number of shares the company itself will issue.
Price build-up
- Face value: Rs. 10 per equity share.
- Premium: Rs. 132.44 per equity share.
- Issue price: Rs. 142.44 per equity share.
For the equity shares, adding up the individual allottee rows gives a total consideration of Rs. 3,68,76,32,436 for ~2.59 crore shares.
Who the shares go to
The list of proposed allottees for the equity shares runs to 198 names. The largest rows are:
- Shaju Thomas: 1,38,27,465 shares, Rs. 1,96,95,84,115.
- Linta Purayidathil Jose: 27,32,516 shares, Rs. 38,92,19,579.
- Pure Capital: 8,97,000 shares, Rs. 12,77,68,680.
- Sridhar P Iyer: 6,76,542 shares, Rs. 9,63,66,642.
- Joyce K Babu: 4,55,516 shares, Rs. 6,48,83,699.
- Nishad Sainudeen Tc: 4,64,285 shares, Rs. 6,61,32,755.
What this can mean for existing shareholders
Because new shares are being created and handed to the Target Company's shareholders, the company's total share count goes up. Each existing shareholder then holds a smaller percentage of the company than before. The warrants, if converted, would add further shares later.
Warrants: the mechanics
- ~98.32 lakh warrants, each convertible into one equity share.
- Conversion must happen within 18 months from the date of allotment.
- Number of proposed warrant holders: 81, for FY 2027-28.
Next steps and key dates
- Relevant Date for the preferential issue: Wednesday, November 11, 2026.
- First Extraordinary General Meeting of FY 2026-27: Saturday, December 12, 2026 at 12.00 P.M., through video conferencing or other audio-visual means.
- CS Liya Antony (M. No. 39611, CP No. 19314) of M/s. Liya & Associates appointed as Scrutinizer for remote e-voting and e-voting; NSDL appointed as e-voting facilitator.
- The Board confirmed that, apart from the revisions above, there are no other changes in the agenda, matters transacted or other contents already approved at the Board meeting held on 08-10-2026.
Things to keep an eye on
- The shareholder vote at the EGM, since the issue is conditional on it.
- Completion of the swap and the eventual allotment, and the resulting change in the shareholding pattern.
- The warrant conversion window of 18 months from allotment, which will determine how much the share count rises later.
Also from Popees Baby Care India
Preferential share swap issue of up to ~2.59 crore equity shares and ~98.32 lakh warrants; EGM December 12
24 Oct 2026
Board approves share-swap preferential issue of ~2.59 crore equity shares and ~98.32 lakh convertible warrants
24 Oct 2026
Board meeting on 24 October 2026 to consider modification of preferential issue proposal and EGM date extension
21 Oct 2026
More numbers
- Equity shares proposed to be issued2,58,89,023
- Issue price per equity share / warrant142.44/-
- Fully convertible warrants proposed to be issued98,31,758
- Face value per equity share10/-
- Premium per equity share132.44/-
- Total consideration for equity shares (Annexure II total)3,68,76,32,436
- Number of investors for equity shares, FY 2026-27198
- Warrant conversion period from allotment18 months
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