Callista Industries allots 8 lakh convertible warrants to Manisha Saraf

What Callista Industries announced

On 3 July 2026, Callista Industries Ltd filed a disclosure with BSE under Regulation 29(1) of the SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011. The filing informs the exchange that Manisha Vikaskumar Saraf has been allotted 800,000 convertible warrants of face value Rs 10 each. The allotment was made on 30 June 2026 through a preferential allotment mechanism. The company, listed on BSE with scrip code 539335, provided a detailed breakdown of the transaction, including the impact on its share capital and the conversion terms of the warrants.

Details of the convertible warrant allotment

The warrants carry a 1:1 conversion ratio, meaning each warrant can be converted into one equity share of Callista Industries. Conversion must occur within 18 months from the date of allotment at a conversion price of Rs 10 per share. The filing explicitly states that no redemption feature is applicable; the warrants will either be converted into equity or lapse at expiry.

Before the transaction, the acquirer held 18 lakh warrants, representing 6.01% of the total diluted voting capital. The new allotment adds 8 lakh warrants, raising her total warrant holding to 26 lakh. This translates to 2.67% of the equity share capital and 8.68% of the diluted voting capital after the allotment.

The equity share capital of Callista Industries increased from Rs 6,04,65,880 to Rs 6,73,90,880 as a result of the allotment. When accounting for all convertible securities, the total diluted share/voting capital now stands at Rs 29,94,65,880.

The warrants are convertible within 18 months at Rs 10 per share on a 1:1 basis.

Key facts at a glance

Why this matters for investors

The preferential allotment introduces a new class of convertible securities that could dilute existing shareholders if the warrants are exercised. At the current conversion price of Rs 10, the potential increase in equity shares is 800,000, which would raise the total number of shares outstanding. However, because the warrants are non‑redeemable, the only route for the acquirer to realize value is conversion, after which the shares become part of the free‑float.

From a capital structure perspective, the increase in equity share capital from Rs 6.04 crore to Rs 6.73 crore reflects the nominal value of the newly issued warrants. The larger diluted capital figure (Rs 29.95 crore) already incorporates the full conversion potential of all outstanding convertible instruments, giving investors a clearer picture of the maximum possible dilution.

The filing does not disclose any cash consideration paid by the acquirer, suggesting that the allotment may have been executed on a non‑cash basis or as part of a broader strategic arrangement. Investors should monitor any subsequent announcements regarding the conversion of these warrants, as that event will trigger the actual dilution effect.

Conclusion

Callista Industries has completed a preferential allotment of 800,000 convertible warrants to Manisha Vikaskumar Saraf, increasing her stake to 8.68% of the diluted voting capital. The warrants are convertible at Rs 10 per share within 18 months and carry no redemption feature. While the immediate impact on cash flows is nil, the potential conversion could affect the company’s share count and ownership structure. The filing satisfies SEBI’s disclosure requirements, and further updates will be required if the warrants are exercised.

FAQs

• Q: How many convertible warrants were allotted to Manisha Saraf? A: 800,000 convertible warrants of face value Rs 10 each were allotted on 30 June 2026.

• Q: What percentage of Callista’s equity share capital does this represent? A: The allotment gives her a holding of 2.67% of the equity share capital.

• Q: When can the warrants be converted and at what price? A: The warrants can be converted within 18 months of allotment at a price of Rs 10 per share on a 1:1 basis.

• Q: Does the allotment affect the diluted share capital? A: Yes. After the allotment, the total diluted share/voting capital is Rs 29.95 crore, and her warrant holding represents 8.68% of this diluted capital.

• Q: Is there any redemption feature attached to the warrants? A: No. The filing states that no redemption feature is applicable; the warrants will either be converted into equity or lapse.

• Q: Was any cash consideration disclosed for the allotment? A: The filing does not disclose any cash consideration paid by the acquirer.