Exato Technologies Ltd

Acquisition under Reg. 29(2) - key details

• Target: Exato Technologies Limited (Scrip 544626) listed on BSE SME.
• Disclosing Party: Nine ALPS Trust - Nine ALPS Opportunity Fund; not promoter group.
• Transaction type: Acquisition of voting rights in the TC.
• Pre-transaction holding: 6,94,160 shares (6.90%).
• Encumbrances: Nil.
• Acquired: 2,18,500 voting rights (2.17%); mode: Open Market.
• Post-transaction holding: 4,75,660 shares (4.73%).
• Dates: 17 December 2025 to 20 August 2026.
• Equity share capital before/after: ₹10,06,53,710 in 1,00,65,371 shares.
• Total diluted share capital: ₹10,06,53,710 in 1,00,65,371 shares.

Acquisition details

• Target Company: Exato Technologies Limited (Scrip 544626).
• Disclosing Party: Nine ALPS Trust – Nine ALPS Opportunity Fund (non-promoter).
• Transaction Type: Acquisition of voting rights.
• Pre-Transaction Holding: 6,94,160 shares; 6.90%.
• Transaction Details: 2,18,500 shares acquired (2.17%); Open Market.
• Post-Transaction Holding: 4,75,660 shares; 4.73%.
• Date(s) of Transaction: 17 Dec 2025 – 20 Aug 2026.
• Share Capital Context: Pre/post equity capital ₹10,06,53,710; 1,00,65,371 shares.

Meeting Details

• Date and time: August 19, 2026, 04:00 P.M.–05:37 P.M. (Q1FY27 earnings call).
• Mode: Virtual group earnings call.

Participants

• Chairman & Managing Director attended.
• Chief Operating Officer attended.
• Chief AI Officer attended.
• President – Revenue, Marketing & Strategic Alliances attended.
• Company Secretary & Compliance Officer attended.

Purpose

• Purpose: discuss Q1FY27 unaudited results for the quarter ended June 30, 2026.

Additional Notes

• Recordings (audio and video) available on the investor relations site.

Business overview

• Exato Technologies is a Noida-based AI, cloud, and automation-led CX solutions provider.
• Partners with enterprises across sectors to modernise customer engagement.
• Strategic focus on CXaaS, ExatolQ, UCaaS, and AI infrastructure offerings.

Operational highlights

• Q1 FY27 revenue from operations: 4368.34 lakh; YoY growth 50.17%.
• EBITDA margin rose to 18.65% from 15.44%; EBITDA 814.88 lakh.
• PAT 564.43 lakh; PAT margin 12.92%.
• Export revenue share 27.2% of revenue.

Financial performance

• Revenue from operations: 4368.34 lakh; Total Income: 4395.70 lakh.
• EBITDA: 814.88 lakh; Margin: 18.65%.
• Profit after tax: 564.43 lakh; PAT Margin: 12.92%.

Strategic priorities & outlook

• Building a global sales organization with new CRO, CAIO, and COO.
• Export revenue target 60% of total revenue in 2–3 years; FY26 at 23.5%.
• Integrated enterprise solutions via Acumatica ERP, end-to-end contact center, ERP, CRM, and AI.
• AI-led platform expansion with organic and inorganic growth.

Leadership & governance

• Strategic Leadership Additions: appointments strengthen AI-first enterprise go-to-market.

Meeting Details

• Date and time: August 19, 2026 at 04:00 PM IST.
• Type/Mode: Group earnings call, virtual; dial-in details after registration.
• Event/Organizer: Q1FY27 Earnings Call; Organizer: Exato Technologies Limited.
• Key participants: Company Secretary & Compliance Officer.
• Purpose: Earnings results discussion for Q1FY27.
• Availability: Schedule posted on the Investor page.

Regulatory fine and corrective actions

• Fine of ₹75,000 plus GST imposed by BSE for SEBI LODR Regulation 33 non-compliance.
• Cause: omission of half-yearly figures in quarterly results for period ended 31 Mar 2026.
• Company submitted revised results with half-yearly figures and seeks waiver from the Stock Exchange.
• Lapse described as inadvertent and procedural; company had voluntarily filed quarterly results more often.
• Board noted the matter at its meeting held on August 13, 2026.
• Board has strengthened internal compliance and monitoring to prevent recurrence.
• Company has changed its name to Exato Technologies Limited from Exato Technologies Private Limited.

Deviation status

• No deviation or variation in IPO proceeds usage for the quarter ended 30 June 2026.

Fundraising details

• Mode of fund raising: IPO.
• Amount raised: ₹3,430 Lakhs.
• Date of raising funds: 03 December 2025.

Utilisation status

• Funds utilised: ₹1,765.45 Lakhs; ₹1,664.55 Lakhs unutilised.

Monitoring and approvals

• Monitoring agency: Not applicable.
• Audit committee: NA; Auditors: NA.

Financial results

• Standalone and Consolidated unaudited results for quarter ended 30 June 2026 approved.
• Limited Review Reports enclosed for both sets of results.
• Fund utilization certificate for IPO/Pre-IPO proceeds approved.

Subsidiary capital reduction

• Approval to reduce Exato Technologies Pty. Ltd.'s share capital from AUD 75,000 to AUD 35,000.

Governance disclosures

• Board approved FY2025-2026 Annual Report and MD&A.

Shareholder meeting

• 9th AGM scheduled for 28 September 2026 at 04:00 PM via VC/OAVM.
• Notice of 9th AGM approved.
• AGM notice dispatch cut-off: 28 August 2026.
• E-voting eligibility cut-off: 21 September 2026.
• E-voting window: 25-27 September 2026.

E-voting and oversight

• NSDL appointed for remote e-voting and VC/OAVM facilitation.
• CS Nirbhay Kumar appointed Scrutinizer for remote e-voting.

Regulatory/compliance

• Trading window closed until 48 hours after results declaration.
• Annexure-A contains SEBI disclosure on capital reduction.

Restructuring details

• Capital reduction does not change Exato Pty ownership; no promoter benefit.
• Reduction aims to optimise group capital allocation and deployment.

Meeting Details

• Board meeting scheduled for August 13, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve Standalone and Consolidated Unaudited Financial Results for quarter ended June 30, 2026.
• Other businesses.

Other Notes

• Trading window closed from July 1, 2026, to 48 hours after results declaration.

Parties

• Exato.AI Inc., a wholly owned subsidiary of Exato Technologies Limited, partners with AmplifAI Solutions, Inc., USA.

Purpose

• Non-exclusive partnership to sell, promote, and market AmplifAI's AI-powered solutions.

Key terms

• Commission-based remuneration to Exato.AI Inc. based on business generated.
• No minimum commitment or guaranteed revenue; commissions per commercial terms.
• Initial term of two years from execution.
• Neither party holds any stake in AmplifAI Solutions, Inc.
• Exato.AI Inc. is a non-exclusive partner to sell and promote AmplifAI solutions.
• No director appointments or control rights arising from the agreement.
• Not a related party transaction; AmplifAI is not related to promoters/group.
• No shares issuance; not applicable.
• No management or board rights conferred.

Related party status

• AmplifAI Solutions is not related to Exato promoters/group.

Impact

• Expands Exato.AI's global marketing and business development activities.
• Potential incremental revenue via commissions; no guaranteed revenue.
• No change in ownership or control.
• No issuance of shares or capital changes.

Regulatory / Disclosures

• Disclosures filed under SEBI LODR; Annexure-A attached.
• No nominee directors; no conflicts of interest.

Termination / Amendment

• Not applicable; no termination or amendment disclosed.