NSEOutcome of Board Meeting13 Jul 2026 · 13 Jul 2026, 06:41 pm

Outcome of Board Meeting

ROUTE MOBILE LIMITED · ROUTE

✦ AI SummaryM&A

Route Mobile Limited has informed the Exchange regarding Outcome of Board Meeting held on July 13, 2026, where the Board approved the acquisition of AI-led Omnichannel Business Undertaking of Heltar Technologies Private Limited by Route Connect Private Limited, a wholly owned subsidiary of the Company, and the Loan/ Inter Corporate Deposit Facility agreement to grant an unsecured loan / inter corporate deposit facility of INR 35,00,00,000 to Route Connect Private Limited.

Analysis Scores

Earnings Impact6/10
Growth Catalyst8/10
Governance Concern2/10
Regulatory Risk3/10
Balance Sheet Risk4/10
Liquidity Impact7/10
Market Sentiment5/10

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Full Announcement

ROUTE MOBILE LIMITED has informed the Exchange regarding Outcome of Board Meeting held on July 13, 2026.

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Ref No: RML/2026-27/687 Date: July 13, 2026 BSE Limited National Stock Exchange of India Limited Scrip Code: 543228 Symbol: ROUTE Sub: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Dear Sir/Madam, Pursuant to the Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 (“Listing Regulations”) and other regulations, if applicable, we hereby inform you that the Board of Directors of Route Mobile Limited (“the Company”) at its Meeting held today i.e. July 13, 2026 has inter alia, approved: a) The acquisition of the AI-led Omnichannel Business Undertaking of Heltar Technologies Private Limited by Route Connect Private Limited, a wholly owned subsidiary of the Company. The transfer would be via slump sale on a going concern basis together with all assets, liabilities, business contracts, intellectual property rights, employees and other related rights and obligations pertaining thereto by way of entering into a Business Transfer Agreement (“BTA”). The proposed Slump Sale, including inter alia, shall be subject to completion of condition precedents as mentioned in the BTA. b) The Loan/ Inter Corporate Deposit Facility agreement to grant an unsecured loan / inter corporate deposit facility of INR 35,00,00,000 (Rupees Thirty-Five Crores) in one or more tranches to Route Connect Private Limited, a wholly owned subsidiary of the Company for said acquisition/ business purposes. The disclosure as required pursuant to Regulation 30 of the Listing Regulations read with SEBI Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 are enclosed as ‘Annexure 1 and Annexure 2’. The meeting of the Board of Directors commenced at 5:00 P.M. IST and concluded at 5:20 P.M. IST. The above intimation is also available on the website of the Company at www.routemobile.com. You are requested to take the above information on record. Thanking you, Yours truly, For Route Mobile Limited Tejas Shah Company Secretary & Compliance Officer ICSI Membership No: A34829 Encl: a/a Annexure 1 Disclosures in terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026. Sr. No. Particulars Description a. Name of the target entity, details in brief such Heltar Technologies Private Limited (CIN: as size, turnover etc. U62091HR2023PTC113176) engaged in the business of providing AI first omnichannel customer engagements solution. Turnover: INR 246.16 Lakhs b. Whether the acquisition would fall within Not Applicable related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length” c. Industry to which the entity being acquired AI driven omnichannel CpaaS / belongs conversational commerce space d. Objects and impact of acquisition (including Strengthening and expanding the but not limited to, disclosure of reasons for capabilities in artificial intelligence and acquisition of target entity, if its business is omnichannel communications. outside the main line of business of the listed entity) e. Brief details of any governmental or Not Applicable regulatory approvals required for the acquisition; f. Indicative time period for completion of the ~ 6 weeks acquisition g. Consideration - whether cash consideration or The proposed acquisition will be undertaken share swap or any other form and details of the for Cash consideration. same h. Cost of acquisition and/or the price at which The proposed acquisition is intended to be the shares are acquired undertaken at upfront consideration of INR 238,845,200 (at closing) and deferred consideration payable at the end of 18 months from closing of INR 97,709,400. i. Percentage of shareholding / control acquired Not Applicable and / or number of shares acquired j. Brief background about the entity acquired in The entity proposed to be acquired is engaged terms of products/line of business acquired, in the business of providing AI first date of incorporation, history of last 3 years omnichannel customer engagements turnover, country in which the acquired entity solution. has presence and any other significant Date of Incorporation – July 10, 2023 information (in brief) Country of Incorporation – India. Turnover: Financial Year Turnover (₹ in lakhs) 2023-24 2.00 2024-25 10.79 2025-26 246.16 Annexure 2 Disclosures in terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026. Sr. No. Particulars Description a. Name(s) of parties with whom the Route Mobile Limited (“Lender”) and Route Connect agreement is entered Private Limited (“Borrower”), a wholly owned subsidiary of the Company. b. Purpose of entering into the agreement The Facility may be used by the Borrower for acquisition/ business purposes. c. Size of agreement INR 35,00,00,000 (Rupees Thirty-Five Crores) d. Shareholding, if any, in the entity with Route Mobile Limited holds 100% equity shares of whom the agreement is executed Route Connect Private Limited. e. Significant terms of the agreement (in Interest: The Borrower shall pay the Lender brief) special rights like right to appoint interest on the principal amount of the Facility directors, first right to share subscription outstanding from time to time at the rate of 9% in case of issuance of shares, right to (nine per cent) per annum. restrict any change in capital structure etc. Repayment date: The Facility, along with Interest, shall be repayable on the completion of the Term of 5 years (60 months) from the Disbursement date. Conversion Right: The Lender shall have the right and option (but not the obligation), exercisable at any time during the Term by written notice to the Borrower, to convert the whole or any part of the outstanding Facility (together with accrued Interest) into fully paid-up equity shares of the Borrower at a price determined by the Lender, subject to requirements of applicable law. f. Whether the said parties are related to Route Connect Private Limited is a wholly owned Promoter / Promoter Group / Group subsidiary of Route Mobile Limited. Companies in any manner. If yes, nature of relationship. g. Whether the transaction would fall within The transaction of advancing loans or investing related party transactions? If yes, funds of the Company as Inter Corporate whether the same is done at “arms Deposits(“ICDs”) falls within the definition of length” Related Party Transaction. However, the transaction of deployment of funds by way of ICDs with a wholly owned subsidiary company is exempted under Section 186 of the Companies Act, 2013 read with rule 11(1) of Companies (Meeting of Board and its Powers) Rule, 2014 and Regulation 23(1) read with Regulation 23(5) (b) of the Listing Regulations. Yes, the transaction is at arm’s length basis. h. In case of issuance of shares to the Not Applicable parties, details of issue price, class of shares issued i. In case of loan agreements, details of Lender: Route Mobile Limited lender/borrower, nature of the loan, total Borrower: Route Connect Private Limited amount of loan granted/taken, total Nature of Loan: Unsecured loan/intercorporate amount outstanding, date of execution of deposit facility the loan agreement/sanction letter, Amount of Loan granted: INR 35,00,00,000 (Rupees details of the security provided to the Thirty-Five Crores) lenders / by the borrowers for such loan Date of execution of the Loan Agreement: on or or in case outstanding loans lent to a before July 22, 2026. party or borrowed from a party become Security: The Facility shall be unsecured. Neither material on a cumulative basis. the Borrower, nor any other person shall be required to create a [Showing first 8,000 characters — download PDF for full document]