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OnMobile Global Ltd. Capital/Financing Update 2020

Apr 9, 2020

62296_rns_2020-04-09_1b4c3959-25c8-4b16-b66b-3443847ff80f.pdf

Capital/Financing Update

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ONMOBILE GLOBAL LIMITED Tower #1, 94/1 C & 94/2, Veerasandra Village, Attibele Hobli, Anekal Taluk, Electronic City Phase-1, Bangalore - 560100, Karnataka, India P: +91 80 4009 6000 | F: +91 80 4009 6009 CIN - L64202KA2000PLC027860 Email - [email protected]

www.onmobile.com

Date: April 09, 2020

To

BSE Limited, National Stock Exchange of India Limited Department of Corporate Services, Exchange Plaza, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex Dalal Street, Bandra (East) Mumbai - 400 001 Mumbai - 400 051 Script Code: 532944 Symbol: ONMOBILE Dear Sir/ Madam,

Sub: Outcome of Board Meeting held on April 09, 2020 Ref: Our intimation letter dated April 3, 2020

  1. Further to our intimation dated April 03, 2020 and in terms of Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”), we wish to inform you that, the Board of Directors of the OnMobile Global Limited (the “Company”), at its meeting held on April 09, 2020 have approved the proposal for buyback of fully paid up Equity Shares of face value of Rs.10 (Rupee Ten only) each not exceeding 1,93,21,429 Equity Shares for an aggregate amount not exceeding Rs.5410.00 lakhs (Rupees Five Thousand Four Hundred and Ten Lakhs only). (hereinafter referred to as the “ Buyback Size ”), for the price not exceeding Rs.28/- (Rupee Twenty Eight only) per Equity Share (the “ Maximum Buyback Price ”) from the shareholders of the Company excluding promoters, promoter group, persons acting in concert, and person who are in control of the Company, payable in cash from the open market through stock exchanges mechanism, in accordance with the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018 (the “ Buyback Regulations ”) and the Companies Act, 2013 ( the “ Companies Act ”) (“ Buyback ”). The Buyback Size excludes brokerage costs, fees, turnover charges, taxes such as securities transaction tax and goods and service tax (if any), stamp duty and income tax payable on Buy-back and any other incidental charges and related expenses (“ Transaction Costs ”).

  2. The Maximum Buy Back Size represents 9.999% and 7.778% of the aggregate of the total paid-up equity capital and free reserves (including securities premium) of the Company based on the audited standalone and consolidated financial statements respectively of the Company for last financial year ended on March 31, 2019.

  3. At Maximum Buyback price and Maximum Buyback Size, the indicate maximum number of Equity Shares bought back would be 1,93,21,429 (One Crore Ninety Three Lakhs Twenty One Thousand Four Hundred and Twenty Nine ) Equity Shares (“ Maximum Buyback Size ”) which is 18.28% of the total number of Equity Shares of the Company. If the Equity Shares

are bought back at a price below the Maximum Buyback Price, the actual number of Equity Shares bought back could exceed the indicative Maximum Buyback Shares (assuming full deployment of Maximum Buyback Size) but will always be subject to the Maximum Buyback Size.

  1. The public announcement setting out the process, timelines and other requisite details will be released in due course in accordance with Buyback Regulations. The dates of the Buyback offer will be mentioned in the public announcement.

  2. The Company has appointed "Karvy Investor Services Limited” as the ‘Manager’ to the Buyback.

The pre Buyback shareholding pattern of the Company, as on April 03, 2020 , is enclosed as Annexure – I.

The Company will provide relevant updates in relation to the Buyback as per applicable law in due course.

Further, the Board of directors adopted the revised OnMobile- Code of Conduct to regulate, monitor and report trading by designated persons. The revised Code is effective from April 01, 2020 and the same shall be made available on the Company's website at http://www.onmobile.com

The Board Meeting commenced at 5.30 p.m and concluded at 7.45 p.m.

We request you to take the above information on record.

Thanking You.

Yours faithfully,

For ONMOBILE GLOBAL LIMITED

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P V Varaprasad Company Secretary

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Encl: As above.

Annexure I

Category of Shareholder No. of Shares % to the existingEquity Share capital
Promoters andPromoterGroup 50,923,703 48.18
Foreign Investors (Including Non-ResidentIndians,FIIs) 2,924,630 2.77
Financial Institutions/Banks 608,522 0.57
Mutual Funds 0 0
Others (Public,Bodies Corporate etc.) 51,239,347 48.48
Total 105,696,202 100.00