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Nodwin Will No Longer Be a Subsidiary of Nazara Post Raising Additional Capital

By Ankur Chandra | Published at: Jul 17, 2025 12:15 PM IST

Nodwin Will No Longer Be a Subsidiary of Nazara Post Raising Additional Capital
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Mumbai, July 17, 2025 Nazara Technologies Ltd (NSE: NAZARA, BSE: 543280) announced that its board has approved the de-subsidiarisation of Nodwin Gaming Private Ltd following the latter’s proposed capital raise from existing shareholders. This will result in a loss of subsidiary status for Nodwin, but Nazara will remain a major shareholder in the company. Nodwin will have more autonomy for operations and financial decisions, positioning it for autonomous growth.

The move marks a strategic shift in Nazara’s portfolio focus, with the company opting not to participate in Nodwin’s fundraising round.

Key Highlights

  • Nazara to cease control: The company’s stake in Nodwin will fall below 50% due to share dilution from the capital raise.
  • No sale of shares: The dilution will occur without Nazara selling any of its existing stake.
  • Controlling rights waived: Nazara will relinquish certain controlling and restrictive rights to provide operational and financial flexibility to Nodwin.
  • Nodwin to become an associate: Post-transaction, Nodwin Gaming will be reclassified from a subsidiary to an associate company.

Board Approvals

At its meeting held on July 16, 2025, Nazara’s board approved the following:

Resolution Description
Shareholding dilution Resulting in Nazara holding less than 50% voting power in Nodwin
Rights relinquishment Waiver of controlling and restrictive rights held by Nazara
Reclassification Nodwin to be treated as an associate, not a subsidiary

The move is subject to shareholder approval through a special resolution at the upcoming Extraordinary General Meeting (EGM) scheduled for August 13, 2025, which will be held virtually.

Strategic Context

Nazara cited a “sharper strategic focus on core gaming IPs” as the rationale for opting out of the capital raise. By stepping back from control, the company aims to support Nodwin’s aggressive growth in esports and youth media without hindering its agility in raising funds.

Once shareholder approval is secured, Nazara will execute definitive agreements to formalise the de-subsidiarisation and terms associated with the restructuring.

Nazara Technologies Share Price Movement

On Thursday, the stock opened strong (₹1399, slightly over by 1% from the previous day’s close). At 11:30 AM, the share traded at ₹1394.30 with a high/low range of ₹1399/1381.20, so far. The stock trades very close to its 52-week high level of ₹1410 and has surged by almost 37% in the past six months.

About the Company

Nazara Technologies Ltd is a publicly listed diversified gaming and sports media platform headquartered in Mumbai, with presence across India, the Middle East, Africa, and Europe. It operates across interactive gaming, esports, and gamified early learning.

Nazara remains Nodwin’s largest shareholder post-dilution, reiterating its continued interest in the esports space, albeit in a non-controlling role.

REF: https://www.bseindia.com/xml-data/corpfiling/AttachLive/8115b85c-cfc9-46fe-9fd0-1fdccab067ca.pdf

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