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Tejassvi Aaharam share swap: 5.11 cr shares in 2026

TEJASSVI

Tejassvi Aaharam Ltd

TEJASSVI

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Overview of the board decision

Tejassvi Aaharam Limited has approved and completed a large preferential allotment of equity shares to fund the acquisition of Funk Foods Private Limited through a share swap. The Board approved the allotment outcome at its meeting held on July 20, 2026. Unlike a cash acquisition, the transaction has been structured as consideration other than cash. That structure is important because it changes the company’s share capital and ownership without an immediate cash outflow.

The company said it allotted 5,11,62,204 fully paid-up equity shares. These new shares have been issued at ₹10 per share. The total consideration works out to ₹51.16 crore.

What Tejassvi Aaharam approved

The preferential issue involves the allotment of 5,11,62,204 equity shares of Tejassvi Aaharam at ₹10 each. The company disclosed that this was done specifically to facilitate the acquisition of Funk Foods Private Limited. The consideration is “other than cash”, which indicates that the equity issuance itself is the acquisition currency.

Tejassvi Aaharam also clarified that the newly issued shares will rank pari passu with existing equity shares. In practical terms, pari passu means the new shares will have the same rights as the existing shares, including voting and dividend entitlements, subject to applicable law and record dates.

How the share swap works

Under the share swap arrangement, Tejassvi Aaharam is acquiring 33,67,042 equity shares of Funk Foods Private Limited. The company has also disclosed a share swap ratio of 15.195:1. That ratio means 15.195 shares of Tejassvi Aaharam are to be issued for every one share of Funk Foods.

The transaction value has been stated at ₹51.16 crore, aligned with the number of shares issued and the issue price of ₹10 per share. The company has described the acquisition as a 100% stake purchase of Funk Foods Private Limited through the share swap structure.

Approvals and regulatory steps

The allotment approved on July 20, 2026 follows earlier governance steps disclosed by the company. Shareholder approval for the preferential issue was obtained through a postal ballot, with the e-voting period concluding on March 26, 2026. The scrutinizer’s report was submitted on March 27, 2026, confirming the resolutions passed with five votes in favour and none against.

Separately, Tejassvi Aaharam received in-principle approval from BSE on July 7, 2026. The Board’s July 20, 2026 meeting then approved the allotment of shares, completing the key corporate action required for the share swap consideration.

The company has also disclosed that shareholders gave unanimous approval for an increase in authorised share capital from ₹25 crore to ₹75 crore, alongside the ₹51.16 crore preferential issue. This step supports the company’s ability to issue a larger number of shares under such transactions.

Who received the preferential allotment

Tejassvi Aaharam said the preferential issue was allocated to nine allottees, including promoters. In a separate disclosure related to the postal ballot corrigendum, the company also identified incoming investors for the preferential issue, including Rajat Chakra Credit and Holdings Private Limited, Sipping Spirits Private Limited, and Saranga Investments.

The company’s corrigendum detailed expected stakes for these entities as part of the broader preferential issuance plan: Rajat Chakra Credit and Holdings Private Limited (33.23%), Sipping Spirits Private Limited (11.73%), and Saranga Investments (11.30%). It also stated that post-issue, the promoter group’s shareholding is expected to be 72.55%, while public shareholding is expected to be 27.45%.

Separately, the company stated that a group of promoters and non-promoters will hold a substantial 87.96% stake post-allotment. These figures underscore that the transaction materially reshapes the ownership structure.

What changes for existing shareholders

A preferential allotment of 5.11 crore shares is significant in absolute terms, and the company itself has highlighted that the deal will alter capital and ownership structure. For existing shareholders, this primarily means dilution, because the total number of outstanding shares increases after the allotment.

Because the acquisition consideration is non-cash, investors will generally assess whether the acquired business and its prospects justify the dilution. Tejassvi Aaharam has positioned the acquisition as an inorganic growth move intended to integrate Funk Foods into its business, and to expand its footprint in food products manufacturing and distribution.

About Funk Foods and the strategic rationale

Funk Foods Private Limited has been described as operating in freeze-dried food manufacturing and exports. The company’s product coverage has been described as freeze-dried, clean-label food products including instant chutneys, soup mixes, ready-to-eat meals, spreads, and signature sauces.

Tejassvi Aaharam, formerly known as Sterling Spinners Ltd., has shifted its focus to the food and beverage segment, concentrating on food processing, packaging, and trading. Within that context, the acquisition is framed as a way to strengthen manufacturing capability and broaden product offerings.

The target’s FY2025 turnover has been reported at ₹7.97 crore, providing a disclosed reference point for the operating scale of Funk Foods.

Key numbers at a glance

ItemDetail
AcquirerTejassvi Aaharam Limited
TargetFunk Foods Private Limited
Consideration typeShare swap (non-cash)
Tejassvi shares allotted5,11,62,204 equity shares
Issue price₹10 per share
Total consideration₹51.16 crore
Funk Foods shares to be acquired33,67,042 equity shares
Share swap ratio15.195:1
Funk Foods FY2025 turnover₹7.97 crore

Timeline of key approvals

DateEvent
Feb 13, 2026Board meeting referenced for strategic acquisition approval and timeline disclosure (completion within six months)
Mar 26, 2026Shareholder approval via postal ballot (e-voting concluded)
Mar 27, 2026Scrutinizer’s report submitted confirming resolutions passed
Jul 7, 2026In-principle approval received from BSE
Jul 20, 2026Board approved allotment of 5,11,62,204 shares for the share swap

What to watch next

The company has indicated the acquisition is intended to integrate Funk Foods into its operations and expand into food products manufacturing and distribution. Investors will track integration-related disclosures, including any updates on how Funk Foods’ operations and product lines are being absorbed into Tejassvi Aaharam’s business.

With shareholder approval already in place and the preferential allotment completed, the next set of updates is likely to focus on post-transaction shareholding patterns, operational integration steps, and any further exchange-related procedural disclosures tied to the new equity issuance.

Frequently Asked Questions

Tejassvi Aaharam allotted 5,11,62,204 fully paid-up equity shares through a preferential issue as consideration other than cash for the acquisition.
The shares were issued at ₹10 each, taking the total consideration for the share swap to ₹51.16 crore.
The transaction is for acquiring 33,67,042 equity shares of Funk Foods Private Limited.
Shareholders approved the preferential issue via postal ballot on March 26, 2026, and the company received in-principle approval from BSE on July 7, 2026.
Yes. The company stated that the newly allotted shares will rank pari passu with the existing equity shares.

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