Stock Report

IIRM Holdings India to Raise ₹150 Crore via Preferential Issue to Carpediem Capital Fund II and Other Investors; Inducts Two Non-Executive Directors

Posted On : 2026-08-01 14:14:14( TIMEZONE : IST )

The Board of Directors of IIRM Holdings India Limited (BSE: 526530, CSE: 029404), at its meeting held on July 31, 2026, approved a composite fundraising proposal aggregating ₹149.99 Crore (approximately ₹150 Crore) through a preferential allotment of equity shares and fully convertible warrants. The board also approved key investor agreements, director appointments, and fixed the date for its upcoming Annual General Meeting (AGM).

Strategic Equity & Warrant Issuance to Raise ₹150 Crore

The primary capital raise is split into two distinct tranches of fully paid-up equity shares and fully convertible warrants, both priced at ₹143.28 per security (comprising a face value of ₹5.00 and a securities premium of ₹138.28 per unit). The issue price was determined in accordance with Regulation 165 of Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, based on an independent valuation report.

Preferential Allotment Breakdown

Equity Shares Issuance: Allotment of up to 15,70,352 fully paid-up equity shares, aggregating up to ₹22,50,00,034.56 (₹22.50 Crore) payable in cash.

Convertible Warrants Issuance: Allotment of up to 88,98,657 fully convertible warrants, aggregating up to ₹127,49,99,574.96 (₹127.50 Crore). Each warrant is convertible into one fully paid-up equity share of face value ₹5.00 within an 18-month period from the date of allotment upon payment of the remaining consideration.

Combined, the transaction involves the issuance of 1,04,69,009 total potential underlying equity units to 14 non-promoter investors.

Execution of Investment & Subscription Agreements

To formalize the fundraise, IIRM Holdings entered into definitive agreements dated July 31, 2026:

Investment Agreement: Executed between the Company, its Promoter Mr. Vurakaranam Ramakrishna, and Carpediem Capital Partners Fund II (a Category II Alternative Investment Fund).

Subscription Agreements: Executed between the Company and 13 other non-promoter investors.

Shareholding and Investor Rights

None of the 14 incoming investors held equity shares in the company prior to this transaction. Under the Investment Agreement, lead investor Carpediem Capital Partners Fund II has been granted customary protective special rights. These include one board seat, one observer seat, veto rights over specific reserved matters, pre-emption rights, tag-along rights, and inspection/information rights.

The company confirmed that these protective rights do not confer legal or operational control. Management and voting control remain fully vested with the existing promoters and promoter group. The transaction does not constitute a related party transaction.

Primary Allottee Distribution

Lead investor Carpediem Capital Partners Fund II is subscribing to 11,67,295 equity shares and 66,14,671 convertible warrants, representing the majority of the issuance. Sanshi Fund - I is subscribing to 20,938 equity shares and 1,186,488 warrants.

The remaining balance is distributed among 12 individual and corporate non-promoter investors: Rahil Vivek Desai, Sandeep Vyas, Anshul Kaushik, Om Prakash Jain, Harinder Singh, Sur-mangal Holdings Private Limited, Pradeep Kumar, Abhishek Kalra, Deepak Maheshwari, Govindan Raghavan, Gameplan Sports Private Limited, and Ankur Saboo.

Board Expansion: Appointment of Two Non-Executive Directors

To strengthen its governance framework and integrate investor representation, the Board approved the induction of two Additional Directors (Non-Executive, Non-Independent) with effect from July 31, 2026. Both appointees will hold office up to the ensuing Annual General Meeting.

Mr. Hithendra Karadathodi Ramachandran (DIN: 01773455): Brings over two decades of corporate experience in business scaling, capital deployment, and operations. He was previously a founding team member at Quess Corp Limited, served in leadership roles at Adecco Group, and currently works with Carpediem Capital Partners. He holds an Executive MBA from IMD Business School, Lausanne.

Mr. Sathya Pramod Nagaraj (DIN: 03263700): A Chartered Accountant with over 20 years of experience across accounting, investment banking, M&A, taxation, and auditing. He has held Chief Financial Officer and Financial Controller roles at organizations including Deloitte, EY, AOL, Qyuki, and Tally Solutions.

Shares of IIRM Holdings India Limited was last trading in BSE at Rs. 144.80 as compared to the previous close of Rs. 143.70. The total number of shares traded during the day was 51575 in over 208 trades.

The stock hit an intraday high of Rs. 145.00 and intraday low of 138.05. The net turnover during the day was Rs. 7378870.00.