Affle India’s promoter entities, Affle Holdings Pte. Ltd. and AGPL Pte. Ltd., have disclosed the encumbrance of their shares. This action is linked to a facility agreement dated June 5, 2026, where a significant portion of their holdings has been pledged as security. The encumbrance, amounting to 14.27% of AGPL Pte. Ltd.’s shares and 40.64% of Affle Holdings Pte. Ltd.’s shares, totaling 54.91% of the promoter’s overall stake, is for funding purposes, including buybacks and potential capital instruments.
Affle India Promoter Share Encumbrance Details
Affle India’s promoter entities, namely Affle Holdings Pte. Ltd. and AGPL Pte. Ltd., have submitted a revised disclosure regarding the encumbrance of their shares. This disclosure, dated June 12, 2026, follows an earlier intimation and pertains to Regulation 31(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The encumbrance involves a significant portion of the promoter group’s shareholding in Affle India.
Encumbrance Details and Rationale
The encumbrance was created on June 5, 2026, through a non-disposal undertaking. Specifically, 2,00,89,555 shares (14.27%) of AGPL Pte. Ltd. and 5,72,15,465 shares (40.64%) of Affle Holdings Pte. Ltd. have been encumbered. This represents 100% of the encumbered shares as a percentage of promoter shareholding and 54.91% of the total share capital.
The shares were encumbered in favor of Axis Trustee Services Limited (as Security Agent) and Axis Trustee Services Limited, GIFT City branch (as Facility Agent). The primary purpose of this encumbrance is to secure a facility agreement under which borrowed amounts are intended for:
- Buy back of shares at the Promoter Group from Non-Promoter Shareholders.
- Repayment of loan at a Promoter Group Company or Secondary Purchase of listed Company shares, with a maximum limit of USD 70 million.
- Preferential issuance of capital instruments for a minimum value of USD 90 million.
The borrowed amount is structured as USD 80 million with an incremental facility of up to USD 170 million.
Source: BSE
