Wardwizard Healthcare promoter gets 42 lakh warrants at Rs 10

Wardwizard Healthcare Limited allotted 42 lakh fully convertible warrants to promoter Yatin Sanjay Gupte on November 4, 2026, at Rs 10 each, potentially taking his holding to 38.60% of diluted share capital. The preferential allotment has a total consideration of Rs 4.2 crore, of which 25% has been received upfront.

What did Wardwizard Healthcare allot to its promoter?

Wardwizard Healthcare allotted 42 lakh fully convertible warrants for cash to Yatin Sanjay Gupte, who is identified as part of its promoter and promoter group. Each warrant is convertible into one fully paid-up equity share with a face value of Rs 10, and the issue price was Rs 10 per warrant, or at par.

The 42 lakh warrants represent total consideration of Rs 4.2 crore at the stated issue price of Rs 10 each. Wardwizard Healthcare described the transaction as a preferential allotment of fully convertible warrants, rather than a purchase of existing equity shares in the market or from another shareholder.

The filing says the warrant price was determined under Chapter V of the Securities and Exchange Board of India, or SEBI, Issue of Capital and Disclosure Requirements Regulations, 2018. The allotment date was November 4, 2026, while the disclosure signed by the acquirer is dated November 5, 2026, at Vadodara.

How does the allotment change Yatin Sanjay Gupte’s holding?

Yatin Sanjay Gupte continues to hold 90,750 equity shares, equal to 37.04% of Wardwizard Healthcare’s current total share and voting capital of 2.45 lakh equity shares. Since the newly allotted instruments are warrants rather than equity shares, his reported holding against current share capital remains 37.04% after the November 4, 2026 allotment.

On the diluted-capital measure, the 42 lakh warrants equal 37.79% of Wardwizard Healthcare’s stated post-allotment diluted share and voting capital of 1,11,15,000 equity shares. His combined existing shares and warrants total 42,90,750 shares and potential shares, representing 38.60% of diluted capital.

The filing shows a material difference between the two ownership measures. Before the acquisition, Yatin Sanjay Gupte’s 90,750 shares represented 0.82% of diluted capital; after adding the warrants, his disclosed diluted-basis holding rises to 38.60%, an increase of 37.78 percentage points.

When must the warrant consideration be paid?

Wardwizard Healthcare disclosed that 25% of the total warrant consideration has been received upfront, equal to Rs 1.05 crore from the Rs 4.2 crore total. The remaining 75%, or Rs 3.15 crore, is payable at the time the warrants are exercised rather than at their allotment.

The balance can be paid in one or more tranches on or before 18 months from the November 4, 2026 allotment date. Wardwizard Healthcare did not disclose individual payment dates, tranche sizes, or whether Yatin Sanjay Gupte intends to exercise all 42 lakh warrants.

The payment terms separate the initial cash component from the conversion decision. The disclosure records Rs 1.05 crore as the upfront amount received and links the remaining Rs 3.15 crore to exercise of the warrants within the 18-month period.

What happens to Wardwizard Healthcare’s share capital?

Wardwizard Healthcare’s equity share capital and total voting capital were 2.45 lakh equity shares before the transaction and remained 2.45 lakh shares after it. The unchanged figure confirms that the November 4, 2026 event created warrants, not 42 lakh immediately issued equity shares.

Wardwizard Healthcare reported total diluted share and voting capital of 1,11,15,000 equity shares after the acquisition. The filing defines diluted share and voting capital as the number of shares assuming full conversion of outstanding convertible securities or warrants into equity shares.

If exercised, each of the 42 lakh warrants converts into one fully paid-up equity share with a face value of Rs 10. The filing does not state a conversion date, expected number of conversion tranches, or the issued equity share capital that would result after any exercise.

Why was the warrant allotment disclosed under takeover regulations?

Wardwizard Healthcare made the disclosure in the format prescribed under Regulation 29(2) of the SEBI Substantial Acquisition of Shares and Takeovers Regulations, 2011. It identifies Yatin Sanjay Gupte as the acquirer and as belonging to the promoter or promoter group, while BSE Limited is named as the stock exchange where the company’s shares are listed.

The filing separately records 42 lakh acquired warrants as having 0.00% against current total share and voting capital and 37.79% against diluted capital. This distinction reflects that the warrants can lead to voting shares only after conversion, while the 90,750 existing shares already carry voting rights.

Yatin Sanjay Gupte’s current shareholding of 90,750 shares remains 37.04% before and after the transaction. The 42,90,750 total shares and potential shares shown after the transaction correspond to 38.60% of Wardwizard Healthcare’s 1,11,15,000-share diluted capital base.

Conclusion

Wardwizard Healthcare’s preferential allotment gives promoter Yatin Sanjay Gupte 42 lakh warrants at Rs 10 each, with a potential value of Rs 4.2 crore on full exercise. The transaction does not change the current 2.45 lakh-share equity capital or his 37.04% current holding, but it raises his disclosed diluted-basis interest from 0.82% to 38.60%.

The next disclosed event is the expiry of the 18-month exercise period from November 4, 2026. Wardwizard Healthcare has received Rs 1.05 crore upfront, and the remaining Rs 3.15 crore becomes payable if the warrants are exercised in one or more tranches within that period.