DiGiSPICE Technologies Limited has filed a joint application with the National Company Law Tribunal (NCLT) Delhi Bench on March 7, 2026.

DiGiSPICE Technologies Limited has filed a joint application with the National Company Law Tribunal (NCLT) Delhi Bench on March 7, 2026, for its scheme of amalgamation by way of merger involving four companies. The application represents a significant step forward in the company's consolidation strategy. Merger Structure and Participating Companies The scheme of amalgamation involves DiGiSPICE Technologies Limited as the transferee company, with three companies merging into it: Role: Company Name Transferee Company: DiGiSPICE Technologies Limited Transferor Company 1: Spice Money Limited Transferor Company 2: E-Arth Travel Solutions Private Limited Transferor Company 3: Vikasni Fintech Private Limited The merger will consolidate the operations and assets of all four entities under DiGiSPICE Technologies Limited, creating a unified corporate structure. Filing Details and Timeline The joint application was submitted to the NCLT Delhi Bench with specific timing details: Parameter: Details Filing Date: March 7, 2026 Filing Time: 02:20 A.M. Court: NCLT Delhi Bench Status: Electronic filing completed The company has indicated that physical filing of the application with the NCLT Delhi Bench will be completed in due course, following the electronic submission. Regulatory Compliance and Previous Communications This filing follows a series of earlier communications to the stock exchanges regarding the merger scheme. The company has maintained regular disclosure under Regulation 30 of the SEBI Listing Regulations, with previous updates dated: August 8, 2024 September 27, 2024 November 14, 2024 September 1, 2025 September 18, 2025 September 19, 2025 Pending Approvals and Conditions The scheme remains subject to several regulatory and statutory requirements that must be fulfilled before completion. The merger is contingent upon obtaining necessary approvals from multiple stakeholders and authorities. Key pending requirements include approvals from the NCLT, other competent regulatory authorities, and respective shareholders and creditors of all companies involved in the amalgamation. The company has noted that shareholder and creditor meetings may be subject to any dispensations that might be granted by the NCLT during the approval process. The company has confirmed that this update has been uploaded to its official website and communicated to both BSE Limited and National Stock Exchange of India Limited as part of its disclosure obligations. DIGISPICE Technologies Limited announced its financial results for the quarter ended December 31, 2025, revealing a mixed performance with revenue declining but profitability metrics showing significant improvement. The company conducted an investor presentation on February 19, 2026, highlighting its progress across various fintech services and strategic initiatives. Financial Performance Overview The company reported revenue of ₹109.12 Cr for Q3FY26, representing a 3.4% decline compared to the same quarter in the previous year. Despite the revenue dip, DIGISPICE demonstrated remarkable improvement in profitability metrics with EBIT growing 3.3x year-on-year to ₹9.27 Cr. Financial Metric Q3FY26 Q3FY25 YoY Change Revenue ₹109.12 Cr ₹112.98 Cr -3.4% Gross Margin ₹51.34 Cr ₹43.98 Cr +16.7% EBIT ₹9.27 Cr ₹2.82 Cr +3.3x PAT (Continued Business) ₹6.67 Cr ₹0.95 Cr +7x Gross margin percentage on revenue improved significantly to 47.1% in Q3FY26 from 38.9% in Q3FY25, reflecting enhanced operational efficiency and cost optimization measures. Business Segment Performance AEPS Services Growth The Aadhaar Enabled Payment System (AEPS) segment demonstrated strong performance with GTV growing 13.2% year-on-year to ₹15,065 Cr. More importantly, DIGISPICE's market share in Off-Us AEPS increased to 18.64%, up 9% year-on-year, establishing the company as a market leader in this segment. AEPS Metrics Q3FY26 Q3FY25 Change AEPS GTV ₹15,065 Cr ₹13,311 Cr +13.2% Market Share 18.64% 17.1% +9% Success Rate 72.2% 69.2% +3pp Collections Business Challenges The Cash Management Services (CMS) segment faced headwinds with GTV declining 2.62% year-on-year to ₹10,533 Cr. This decline was primarily attributed to reduced business from one opportunity client and a broader slowdown across the MFI and NBFC industry. However, the company onboarded 4 new partners during the quarter, expanding its enterprise base to 78 partners. BBPS Steady Growth Bharat Bill Payment System (BBPS) services showed consistent growth with GTV increasing 8.2% year-on-year to ₹1,461 Cr. The segment demonstrated improving customer retention with repeat customer percentage reaching 61.4%, indicating stronger customer loyalty and engagement. Strategic Initiatives and Product Expansion DIGISPICE launched several new products and partnerships during Q3FY26. The company introduced insurance offerings including Shop Insurance and Mobile Screen Protection, with an additional 5+ insurance products in the pipeline. The FD-backed Credit Card partnership with Zet delivered over 2,500 credit cards, while the company plans to roll out a 24K Gold savings product with Jar. Credit Operations Progress The credit business showed significant momentum with disbursements growing 108% year-on-year to ₹122 Cr. The company disbursed 3,429 loans worth ₹19.02 Cr in Q3FY26, representing 73% growth in loan count and 2.5x growth in value year-on-year. Management indicated that credit operations are approaching breakeven with improving unit economics. Management Commentary and Strategic Vision During the earnings call, Chairman Dilip Modi emphasized the company's commitment to building a comprehensive financial services platform for Bharat. He highlighted three key pillars of the Spice Bharat Stack: Agent Platform, Consumer Platform, and Lending Platform. Modi noted that the company is approaching a stage of operating leverage, with indirect costs remaining stable while gross margins continue to improve. Strategic Focus Areas Details Agent Network 1.64 million registered agents Geographic Coverage 255,000+ small towns across 6,486 blocks Monthly Customers 27 million customers served UPI Cash Point Launch Planned for Q4FY26 The management outlined plans to launch UPI Cash Point services, enabling customers to withdraw cash using UPI at agent locations. This initiative aims to capitalize on the growing UPI penetration across the country and provide additional revenue streams for the agent network. Network Expansion and Customer Base DIGISPICE's agent network expanded to over 1.64 million registered agents as of December 31, 2025, covering 255,000+ small towns across 6,486 blocks. The platform serves over 27 million customers monthly, with the company maintaining its position as a leading fintech platform for rural and semi-urban markets. The CASA business showed strong growth with 1.51 million total accounts opened (lifetime) and float balance increasing 44% year-on-year to ₹260+ Cr. Outlook and Future Strategy The company is focusing on strengthening its foundation through execution, product innovation, and customer ownership for sustainable long-term growth. Key priorities include expanding the credit business, scaling insurance and investment products, and deepening API integrations with enterprise partners. DIGISPICE aims to leverage its extensive agent network and customer base to drive cross-selling opportunities across its financial services ecosystem. Management expressed confidence in building India's largest assisted ATM network and establishing a comprehensive financial distribution grid for Bharat. We’re building Scanx - to help you express your trading & investing idea, to help you analyse the markets better. Stock Markets are the true indicator of the growth of any country's economy. We are bullish on India, we are bullish on India's prospects to be one of largest economies of the world. We believe that Stock Markets provide an unique opportunity for all Indians to participate in the growth story of India. We are enabling the same for Indians. As financial services are becoming more accessible, there is now a large set of Indians today who are financially aware and literate. They value time and seek high quality products & services. 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