Imagicaaworld Entertainment Ltd

AGM Details

• AGM held on Sep 29, 2026; mode: video-conferencing with remote e-voting.
• Total shareholders on record: 80,471; attendance via video conferencing.

Key Resolutions

• Adopt financial statements for the year, with board and auditors' reports.
• Re-appoint a director by rotation.

Voting Results

• Resolution 1 passed with near-universal support.
• Resolution 2 passed with overwhelming approval.

Dividend

• No dividend proposed or declared.

Director Changes

• Director re-appointment by rotation approved.

Auditors & RPT

• Auditors' report accompanying financials; no separate appointment noted.
• No material related-party transactions disclosed.

AGM Details

• 17th AGM held Sept 29, 2026 at 3:00 PM via VC/OAVM.

Key Resolutions

• Adopt audited standalone and consolidated financial statements for FY ended Mar 31, 2026.
• Re-appointment of Rajesh Malpani by rotation (DIN: 01596468).

Voting Results

• All resolutions passed with requisite majority.

Director Changes

• Rajesh Malpani retires by rotation and is up for re-appointment.

Transaction details

• Board approved allotment of 2,34,82,500 equity shares on warrant conversion
• Conversion price fixed at Rs 73.50 per share
• Balance 75% subscription received: Rs 129.45 crore
• No warrants outstanding post-conversion

Ownership and financing

• Promoter group stake remains around 75%
• Investors’ participation reinforces confidence in growth plan
• Funds to meet capital commitments and support park expansions
• Expansion into new geographies and addition of attractions
• Indoor entertainment growth to scale across urban markets

Use of proceeds / growth plan

• Funds to be used for existing capital commitments and growth initiatives
• Parks expansion, new attractions, and indoor entertainment scale

Parties and date

• Target: Imagicaaworld Entertainment Limited.
• Acquirer: Malpani Parks Private Limited (promoter group).
• Date of transaction: 24/09/2026.

Pre-transaction holdings

• Voting rights before: 41,88,25,376 shares (74.02%).
• Convertible warrants before: 1,70,06,800.
• Total pre-holdings: 43,58,32,176 shares (74.02%).

Transaction details

• Shares acquired: 1,70,06,800 equity shares (2.88%).
• Instrument: convertible warrants converted to equity.
• Mode: allotment under preferential allotment.
• Date of acquisition: 24/09/2026.

Post-transaction holdings and capital

• Post-holding: 43,58,32,176 equity shares; 73.95% VR.
• Encumbrances: Nil.
• Equity share capital before: Rs 5,65,86,14,470 (56,58,61,447 shares).
• Equity share capital after: Rs 5,89,34,39,470 (58,93,43,947 shares).
• Total diluted post-capital: Rs 5,89,34,39,470 (58,93,43,947 shares).

Imagicaaworld Entertainment Ltd trading window closed from October 01, 2026 till 48 hours after the declaration of Unaudited Financial Results for the quarter and half year ended September 30, 2026.

Capital / Securities

• Board approved allotment of 23,482,500 equity shares on conversion of warrants.
• Promoter Malpani Parks allotted 1,70,06,800 shares.
• Non-promoter Cybage Software allotted 20,40,800 shares.
• Non-promoter Gopikishan S. Damani allotted 17,00,600 shares.
• Non-promoter AFOUR Enterprises allotted 6,93,800 shares.
• Non-promoter Zapfin Teknologies allotted 6,80,200 shares.
• Total shares allotted: 23,482,500.
• Post-allotment paid-up capital: ₹5,89,34,39,470 (58,93,43,947 shares).
• New shares rank pari-passu and will list on BSE/NSE after listing approval.
• Allotment completed upon receipt of remaining 75% subscription amount.
• Board approval date: September 24, 2026.

Meeting Details

• Sept 28, 2026, 1:00 PM onwards; Group / 1-on-1 meeting with PL Capital at Trident BKC, Mumbai.
• Sept 30, 2026, 11:00 AM onwards; Group meeting with Arihant Capital (virtual).

Participants

• Company officials to attend; key role: Company Secretary & Compliance Officer.

Purpose

• Investor conference; discussions based on publicly available information.

Transaction details

• Board approves divestment of the 287-key Novotel Imagicaa hotel at Khopoli to Juniper Hotels Limited for ₹248 crore.
• Transaction to be undertaken via slump sale of the hotel as a going concern and subject to approvals.
• Net effect is to strengthen the balance sheet and reallocate capital to core parks and indoor entertainment.
• EBITDA margins: parks ~40-45% vs hotel ~25-30%, implying higher overall margins post-divestment.
• Completion dependent on execution of definitive agreements and statutory/regulatory and shareholder approvals.
• Strategic rationale focuses on core parks, expanding portfolio, and accelerating indoor entertainment.
• Property spans ~11 acres with 2.8 lakh sq ft built-up area adjacent to Imagicaa.
• Juniper Hotels' upscaling of Novotel Imagicaa expected to enhance destination and attract multi-day visitors.
• Unlocks capital for growth to fund expansion in core parks and indoor entertainment.

Transaction overview

• Board approved in-principle sale of Hotel Novotel Imagicaa to Juniper Hotels Limited for Rs 248 crore.
• Subject to definitive documents, TDS, and shareholder postal-ballot approval.
• Completion projected on or before 31 March 2027.
• Sale outside Scheme of Arrangement; not a related-party transaction.
• Buyer: Juniper Hotels Limited; not promoter group; turnover Rs 1,069 cr and net worth Rs 2,868 cr.
• FY2025-26 hotel revenue Rs 57.02 cr (15.9% of operating revenue); standalone net worth Rs 96.74 cr (7.3%).

Governance & approvals

• Shareholder approval to be sought via postal ballot; public votes in favour must exceed against.
• Definitive documents, MoU, and related agreements to be executed; completion subject to terms.
• Outside Scheme of Arrangement; requires regulatory clearances under Companies Act 2013 and SEBI LODR.

Corporate guarantee for MPIPL borrowings

• Corporate guarantee issued by Imagicaaworld for MPIPL's borrowings from HDFC Bank.
• Guarantee amount: Rs 85 crore, in favour of IDBI Trusteeship Services Limited as Security Trustee.
• MPIPL, a wholly owned subsidiary of Imagicaaworld, will benefit from the guaranteed facility.
• Promoter / promoter group have no interest in the transaction; arms-length basis.
• Purpose: Corporate guarantee to facilitate MPIPL borrowings from HDFC Bank.
• Impact: No material impact on Imagicaaworld beyond disclosure in financial statements.
• Borrowings are arranged by MPIPL; Imagicaaworld's guarantee covers the facility.