Allotment of Securities

June 25, 2026 National Stock Exchange of India Limited BSE Limited Exchange Plaza, Plot no. C/1, G Block G, Corporate Relationship Department Bandra Kurla Complex (E) Phiroze Jeejeebhoy Towers Mumbai – 400051 Dalal Street, Mumbai – 400001 NSE Symbol - ZEEMEDIA Script Code - 532794 Kind Attn.: Corporate Relationship Department Reference: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) Subject: Allotment of Convertible Warrants on Preferential Basis to Public Category – Foreign Portfolio Investors (i.e. Non-Promoter / Non-Promoter Group entities) Dear Sir/ Madam, Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with Schedule III to the Listing Regulations (as amended from time to time), and in continuation to our earlier intimation(s) in this regard, we would like to inform you that pursuant to the resolution passed by the Board of Directors (“Board”) at its meeting held on May 18, 2026 and the special resolution passed by the members of the Company at the Extra Ordinary General Meeting held on June 13, 2026 and in pursuance of the in-principle approval Letter No. NSE/LIST/55366 and letter No. LOD/PREF/MV/FIP/374/2026-27, both dated June 12, 2026, received from the National Stock Exchange of India Limited and BSE Limited respectively, the Board, through a resolution dated June 25, 2026, has allotted 14,00,00,000 (Fourteen Crores) fully convertible warrants (“Warrants”) at a price (inclusive of both the Warrant Subscription Price and the Warrant Exercise Price) of ₹ 8.50/- per warrant (“Warrant Issue Price”), aggregating upto ₹ 1,19,00,00,000/- (Rupees One Hundred and Nineteen Crores Only) on a preferential basis to Public Category – Foreign Portfolio Investors (i.e. Non-Promoter / Non-Promoter Group entities) namely, Magnifica Global Opportunities VCC-MGO High Conviction Fund Incorporated VCC Sub-Fund, Minerva Ventures Fund and Sun India Opportunities Investing Fund Incorporated VCC Sub-Fund, in the following manner: Sr. Name of the Allotees Category Warrant Number of No. Subscription Warrants Price Received allotted (in INR) 1 Magnifica Global Opportunities VCC-MGO High Conviction Fund Public Category - 9,56,25,000 4,50,00,000 Incorporated VCC Sub-Fund Foreign Portfolio 2 Minerva Ventures Fund Investors 9,56,25,000 4,50,00,000 (i.e. Non-Promoter/ 3 Sun India Opportunities Investing Non-Promoter Fund Incorporated VCC Sub-Fund 10,62,50,000 5,00,00,000 Group entities) (a sub-fund of Sun Alpha Global VCC) Total 29,75,00,000 14,00,00,000 The Company has received 25% of the Warrant Issue Price, i.e., ₹ 2.125/- per warrant, aggregating to ₹ 29,75,00,000/- (Rupees Twenty-Nine Crores Seventy-Five Lakhs Only), as the Warrant Subscription Price from the Allottees mentioned above, basis which the Board has made the allotment of Warrants. The allotment of these Warrants entitles the Allottees to seek conversion of the Warrants in one or more tranches, within a maximum period of 18 months from the date of allotment of the Warrants viz. June 25, 2026, upon payment of Warrant Exercise Price of ₹ 6.375/- (Rupees Six decimal point three seven five only), equivalent to 75% (Seventy five per cent) of the Warrant Issue Price (‘Warrant Exercise Price’), and be allotted one fully paid-up Equity Share of the Company of face value of ₹ 1/- each at a price of ₹ 8.50/- per share (including premium of ₹ 7.50/- per share), against each Warrant, with the amount paid against each Warrant be adjusted against the issue price for the resultant Equity Share. As the Company has allotted the convertible Warrants to Allottees, there is no change in the paid-up share capital of the Company at this stage. The details as required by SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, is enclosed herewith as Annexure-A. Thanking you, Yours truly, For Zee Media Corporation Limited Ranjit Srivastava Company Secretary & Compliance Officer Membership No: F14007 Contact No.:+ 91-120-715 3000 Encl. as above Annexure A Details on Preferential Allotment in terms of Regulation 30 of Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 Particulars Information Type of securities proposed Warrants to be issued (viz. equity shares, Each Warrant shall be fully convertible into one fully paid-up equity share of convertibles etc.) the Company. Type of issuance (further Preferential issue on a private placement basis, in accordance with the public offering, rights issue, applicable provisions of the Companies Act, 2013, the Companies (Prospectus depository receipts and Allotment of Securities) Rules, 2014, and Chapter V of the Securities and (ADR/GDR), qualified Exchange Board of India (Issue of Capital and Disclosure Requirements) institutions placement, Regulations, 2018 (‘SEBI ICDR Regulations’), as amended from time to time. preferential allotment etc.) Total number of securities Allotment of 14,00,00,000 (Fourteen Crores) Warrants of the Company, for proposed to be issued or cash consideration, at an issue price of ₹ 8.50/- (Rupees Eight decimal point the total amount for which Five Zero Only) per Warrant, aggregating upto ₹ 1,19,00,00,000/- (Rupees One the securities will be issued Hundred and Nineteen Crores Only), convertible into, 1 (One) fully paid Equity (approximately) Share of face value ₹ 1/- each of the Company at a price of ₹ 8.50/- per share (including premium of ₹ 7.50/- per share) for each Warrant (‘Warrant Issue Price’). The amount paid against Warrant shall be adjusted against the issue price for the resultant Equity Shares. An amount equivalent to 25% of the Warrant Issue Price, which was payable at the time of subscription and allotment of each Warrant, has been received by the Company. Upon the receipt of the balance 75% of the Warrant Issue Price from the Warrant holder(s), the said Warrants will be converted into equity shares of the Company. The price of the Warrants and the number of Equity Shares to be allotted on conversion Warrants shall be subject to appropriate adjustments as permitted under applicable laws. In case of preferential issue, the listed entity shall disclose the following additional details to the stock exchange(s): Name of the Investors • Magnifica Global Opportunities VCC-MGO High Conviction Fund Incorporated VCC Sub-Fund; • Minerva Ventures Fund; and • Sun India Opportunities Investing Fund Incorporated VCC Sub-Fund (a sub-fund of Sun Alpha Global VCC) [All of the above-mentioned allottees forms part of Public Category – Foreign Portfolio Investors (i.e. Non-Promoter / Non-Promoter Group entities)] Post allotment of Name of allottees Shareholding pre Shareholding post securities: preferential issue of the conversion of Warrants Outcome of the allottees as on May 14, (on fully diluted basis)$ subscription 2026 (on a fully diluted basis) No. of % Held* No. of shares % to be shares held to be held held Magnifica Global 3,69,645 0.05% 4,53,69,645 5.04% Opportunities VCC-MGO High Conviction Fund Incorporated VCC Sub- Fund Minerva Ventures Fund 15,00,000 0.20% 4,65,00,000 5.16% Sun India Opportunities - - 5,00,00,000 5.55% Investing Fund Incorporated VCC Sub-Fund (a sub-fund of Sun Alpha Global VCC) *The % holding calculated in this column is based on the assumption that all the currently outstanding convertible warrants of the company will be fully converted into equity shares. $The post-preferential shareholding on a fully diluted basis in the above table has been prepared on the assumption that the Warrant Holders will subscribe to all the equity shares and shall continue to hold the pre-issue equity shareholding in the Company and also includes currently outstanding convertible warrants. The above Shareholding pattern would undergo corresponding changes in th [Showing first 8,000 characters — download PDF for full document]