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CAPILLARY - Capillary Tech.

📊 NSE: CAPILLARY 🏢 Software Products 📅 Last Updated: 11/13/2025 15:25

📢 Recent Corporate Announcements

Capillary Shareholders Approve ESOP Extension to Subsidiaries Despite Institutional Dissent

🟡 NEUTRAL ⭐ 6/10

MANAGEMENT 📅 13 Mar 2026, 05:43 PM

Capillary Technologies has successfully passed a special resolution to extend its 2021 Employee Stock Option Scheme (ESOP) to employees of its Indian and overseas subsidiaries. The resolution was approved with an 86.48% majority of the total 56.27 million votes polled. Notably, there was significant resistance from institutional investors, with 55.9% of their votes (7.61 million shares) cast against the proposal. The promoter group and non-institutional public investors voted almost entirely in favor of the extension.

Special resolution passed with 86.48% total votes in favor and 13.52% against.
Institutional investors showed significant dissent, with 55.9% of their polled votes against the resolution.
Promoter group cast 41.19 million votes, representing 100% support from their side.
The extension covers employees of all subsidiary companies, both in India and overseas.
Total voting participation stood at 70.95% of the total outstanding shares.

💡 Investors should monitor the potential equity dilution resulting from the expanded ESOP pool and note the institutional resistance as a signal to review corporate governance and compensation policies.

Capillary Technologies Allots 95,530 Equity Shares Under ESOP Plan 2021

🟡 NEUTRAL ⭐ 3/10

ROUTINE 📅 12 Mar 2026, 06:04 PM

Capillary Technologies India Limited has allotted 95,530 equity shares of face value ₹2 each following the exercise of options under its ESOP Plan 2021. The allotment was approved by the Nomination and Remuneration Committee via a circular resolution on March 12, 2026. This move increases the company's total issued share capital to 79,407,303 equity shares. The new shares are identical to existing shares and will rank pari passu in all respects.

Allotment of 95,530 equity shares of ₹2 each fully paid-up
Exercise price for the allotted shares was set at ₹2 per share
Total issued share capital post-allotment stands at ₹15,88,14,606
Total number of issued shares increased to 79,407,303
Allotment conducted under the Capillary Employees Stock Option Scheme – 2021

💡 This is a routine corporate action involving minor equity dilution. No immediate action is required from investors as the impact on earnings per share is negligible.

Capillary Technologies Shares Audio Recording Link for Feb 27 Investor Call

🟡 NEUTRAL ⭐ 3/10

ROUTINE 📅 27 Feb 2026, 01:04 PM

Capillary Technologies India Limited has released the audio recording of its investor and analyst call held on February 27, 2026. This disclosure is a standard regulatory requirement under SEBI Listing Regulations to ensure transparency for all shareholders. The recording contains the management's discussion on the company's performance and strategic direction. Investors can access the full audio via the company's official investor relations portal.

Audio recording of the investor call held on February 27, 2026, is now publicly available.
Disclosure made in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The recording link is hosted on the official Capillary Technologies website under the 'Investors' section.
Provides a platform for shareholders to hear management commentary and analyst Q&A sessions.

💡 Investors should listen to the audio recording to gain deeper insights into management's outlook and operational updates. No immediate portfolio changes are recommended based solely on this procedural filing.

Capillary Technologies Clarifies ESOP 2021 Price; Caps Discount at 20% of 90-Day VWAP

🟡 NEUTRAL ⭐ 6/10

REGULATORY 📅 24 Feb 2026, 09:11 PM

Capillary Technologies has issued a clarification regarding its ESOP 2021 scheme following feedback from proxy advisors. The company has specified that the exercise price for options granted post-listing will be subject to a maximum discount of 20% to the 90-day Volume Weighted Average Price (VWAP). This clarification aims to address concerns regarding arbitrary pricing and ensures that the scheme is market-linked. The resolution under discussion involves extending these ESOP benefits to employees of both Indian and overseas subsidiaries.

Exercise price for ESOP 2021 grants capped at a maximum 20% discount to the 90-day VWAP.
The 90-day VWAP will be calculated based on the stock exchange with the highest trading volume.
Minimum exercise price for options is set at the face value of INR 2 per share.
Clarification follows feedback from proxy advisors regarding lack of transparency in the original Postal Ballot Notice.
The scheme covers employees of subsidiary companies across both domestic and international jurisdictions.

💡 Investors should note the improved transparency in the ESOP pricing mechanism which limits potential deep-discount dilution. No immediate action is required as this is a governance-related clarification.

Capillary Technologies to Host Investor Call on Acquisition of SessionM from Mastercard

🟢 POSITIVE ⭐ 8/10

M&A 📅 24 Feb 2026, 09:02 PM

Capillary Technologies India Limited has scheduled an analyst and investor call for February 27, 2026, at 10:00 A.M. IST. The primary agenda is to provide a corporate update regarding the acquisition of SessionM from Mastercard. This strategic move is expected to enhance Capillary's loyalty and customer engagement offerings globally. Investors should focus on the deal valuation, integration timeline, and projected impact on the company's bottom line.

Investor and analyst call scheduled for February 27, 2026, at 10:00 A.M. IST
The call focuses on the strategic acquisition of SessionM from Mastercard
Official intimation filed under Regulation 30 of SEBI Listing Regulations on February 24, 2026
Sunil Jain, Head of Corporate Development, named as the primary contact for investor queries

💡 Investors should attend or review the transcript of the February 27 call to understand the financial implications and synergies of the SessionM acquisition. Monitor the stock for potential re-rating based on the scale of this global expansion.

Capillary Technologies to Acquire Session M for $20M, Boosting ARR to $115M+

🟢 POSITIVE ⭐ 9/10

M&A 📅 24 Feb 2026, 08:59 PM

Capillary Technologies has announced the acquisition of Session M Inc. from Mastercard for a base consideration of $20M. This strategic move adds approximately $35M in Annual Recurring Revenue (ARR), bringing the company's total combined ARR to over $115M. The acquisition provides access to 40+ enterprise customers, including 5 Fortune 500 brands across the QSR, airline, and retail sectors. Capillary expects to achieve EBITDA profitability for Session M within the first year and aims for a total company adjusted EBITDA of ₹398 Cr by FY30.

Acquisition of Session M for $20M base consideration to add $35M+ in Continued ARR
Combined entity will serve 150+ customers, including 25 Fortune 500 companies globally
Integration of 60 customers from Kognitiv and Session M acquisitions planned over 24-36 months
Projected FY30 Adjusted EBITDA of ₹398 Cr with a target of 45%+ Free Cash Flow post-integration
Strategic expansion into North America (70% of Session M revenue) and new entry into LATAM markets

💡 Investors should monitor the integration of Session M, which is acquired at a highly attractive revenue multiple, as it significantly scales Capillary's US footprint. The key performance indicator will be the company's ability to transition acquired customers to its platform to boost gross margins from 30% to 65%.

Capillary Technologies Acquires SessionM from Mastercard to Bolster Global Loyalty Leadership

🟢 POSITIVE ⭐ 9/10

M&A 📅 24 Feb 2026, 08:55 PM

Capillary Technologies has entered into a definitive agreement to acquire SessionM, a customer engagement and loyalty company, from Mastercard. This acquisition follows the company's November 2025 IPO and previous integrations of Brierley and Kognitiv, reinforcing its inorganic growth strategy. SessionM brings a high-profile global customer base, including Fortune 500 retailers and airlines, which will now be integrated into Capillary's AI-native loyalty platform. The company currently serves 115 customers across 47 countries, and this deal is expected to significantly expand its enterprise footprint.

Strategic acquisition of SessionM from Mastercard to enhance AI-powered loyalty and engagement solutions.
SessionM's portfolio includes Fortune 500 retailers, airlines, and CPG brands, expanding Capillary's global reach.
Follows the company's successful listing on Indian Stock Exchanges in November 2025 and previous acquisitions of Brierley and Kognitiv.
Capillary currently serves 115 customers, including 20 Fortune 500 companies, across 47 countries.
Specialized technical team from SessionM will transition to Capillary to ensure continuity and expertise preservation.

💡 Investors should view this as a positive execution of the company's post-IPO growth strategy. Monitor the integration efficiency and the impact of this acquisition on the company's consolidated revenue and margins in the coming quarters.

Capillary Technologies to Host Call on Acquisition of SessionM from Mastercard

🟢 POSITIVE ⭐ 8/10

M&A 📅 24 Feb 2026, 08:42 PM

Capillary Technologies India Limited has scheduled an investor and analyst call for February 27, 2026, at 10:00 A.M. IST. The primary agenda for the call is to provide a corporate update regarding the acquisition of SessionM from Mastercard. This strategic move is expected to enhance the company's customer engagement and loyalty platform capabilities. Investors should focus on the financial terms of the deal and the projected impact on global revenue growth.

Investor and analyst call scheduled for February 27, 2026, to discuss corporate updates.
The call specifically addresses the acquisition of SessionM from Mastercard.
Intimation filed under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Sunil Jain, Head of Corporate Development, named as the primary contact for investor queries.

💡 Investors should attend or review the transcript of the February 27 call to understand the acquisition's valuation and synergy potential. Monitor for details on how this integration will affect the company's EBITDA margins and international expansion strategy.

Capillary Technologies to Acquire Mastercard's Session M Inc. for USD 20 Million

🟢 POSITIVE ⭐ 9/10

M&A 📅 24 Feb 2026, 08:35 PM

Capillary Technologies has approved the 100% acquisition of Session M Inc., a US-based loyalty SaaS platform, from Mastercard Inc. for a base cash consideration of USD 20 million. Session M reported a turnover of USD 50.5 million in CY2025, suggesting the acquisition is being made at a highly attractive valuation of approximately 0.4x price-to-sales. The deal aims to significantly expand Capillary's presence in North America and LATAM while adding a blue-chip clientele across retail and aviation sectors. The transaction is expected to be completed within 180 days.

Acquisition of 100% stake in Session M Inc. and its Czech subsidiary for USD 20 million base consideration.
Target company generated USD 50.5 million revenue in CY2025, though revenue has trended down from USD 57 million in CY2023.
Strategic expansion into North American, LATAM, and APAC loyalty software markets.
Acquisition includes a portfolio of blue-chip clients in Food & Beverage, Retail, and Airlines.
The transaction is an all-cash deal expected to close within approximately 6 months.

💡 Investors should monitor the integration of this high-revenue asset, as the low acquisition multiple could significantly boost Capillary's valuation if margins are maintained. Watch for updates on how this acquisition impacts the company's consolidated profitability in the coming quarters.

Capillary Technologies Q3 FY26: 22% Revenue Growth and INR 66 Cr New Order Book

🟢 POSITIVE ⭐ 8/10

EARNINGS 📅 12 Feb 2026, 01:42 PM

Capillary Technologies reported a strong performance for the first nine months of FY26, with revenue growing at 22% while non-COGS costs increased by only 11%, demonstrating significant operating leverage. The company achieved an overall Net Retention Rate (NRR) of 111%, with organic NRR reaching 115%, driven by platform upgrades and global expansions. New order book wins totaled INR 66 crores for the nine-month period, compared to INR 53 crores in the previous year. Management continues to execute its M&A strategy, recently acquiring Kognitiv and sunsetting legacy platforms to improve gross margins, which rose by 1.5% during the period.

Revenue grew by 22% in the first nine months of FY26, significantly outpacing non-COGS cost growth of 11%.
Organic Net Retention Rate (NRR) stood at a robust 115%, highlighting strong expansion within existing enterprise accounts.
New order book reached INR 66 crores for the 9-month period, up from INR 53 crores in the same period last year.
Gross margins improved by 1.5% as the company successfully migrated acquired customers to its core high-margin platform.
Recognized as a leader in the December 2025 Forrester Wave, scoring 5/5 in 22 out of 27 evaluation criteria.

💡 Investors should focus on the company's successful execution of its 'buy and migrate' M&A strategy which is driving margin expansion. The strong organic NRR and top-tier analyst recognition suggest a sustainable competitive advantage in the global loyalty management market.

Capillary Tech seeks nod to extend ESOP 2021 to subsidiary staff; 72.91 lakh shares in pool

🟡 NEUTRAL ⭐ 6/10

MANAGEMENT 📅 10 Feb 2026, 04:14 PM

Capillary Technologies India Limited has issued a postal ballot notice to ratify the extension of its 'Capillary Employees Stock Option Scheme-2021' to employees of its subsidiaries, both in India and overseas. The resolution seeks approval for a pool of 72,91,000 ESOPs, which are exercisable into an equivalent number of equity shares with a face value of ₹2 each. This move is designed to align the interests of subsidiary employees with the parent company's long-term growth. The e-voting period for shareholders is scheduled from February 11, 2026, to March 12, 2026.

Ratification of ESOP 2021 extension to employees of all subsidiary companies globally.
Total ESOP pool involves 72,91,000 equity shares of ₹2 face value each.
E-voting window is open from February 11, 2026, to March 12, 2026.
Cut-off date for voting eligibility was fixed as February 06, 2026.
The resolution is proposed as a Special Resolution requiring 75% majority approval.

💡 Investors should monitor the potential equity dilution resulting from the 7.29 million shares and participate in the e-voting process if they are eligible shareholders.

Capillary Technologies Releases Audio Recording of Feb 06 Earnings Conference Call

🟡 NEUTRAL ⭐ 4/10

EARNINGS 📅 06 Feb 2026, 08:22 PM

Capillary Technologies India Limited has officially released the audio recording of its earnings conference call conducted on February 06, 2026. This disclosure follows the company's recent financial results announcement and is part of its regulatory compliance under SEBI (LODR) Regulations. The recording allows investors to hear management's detailed commentary on business performance and strategic initiatives. Accessing such recordings is crucial for understanding the qualitative aspects of the company's quarterly performance.

Audio recording of the earnings call held on February 06, 2026, is now publicly available.
The disclosure is made in compliance with Regulation 30 of SEBI Listing Regulations, 2015.
Recording provides management's perspective on the company's financial health and future outlook.
Investors can access the link via the company's official investor relations website.

💡 Investors should listen to the recording to understand management's guidance and responses to analyst queries regarding growth and margins. This provides deeper context than the standalone financial statements.

Capillary Technologies Shares Audio Recording of Feb 06 Earnings Conference Call

🟡 NEUTRAL ⭐ 4/10

EARNINGS 📅 06 Feb 2026, 07:55 PM

Capillary Technologies India Limited has released the audio recording of its earnings conference call held on February 06, 2026. This disclosure follows the company's recent financial results announcement and provides a platform for management to discuss performance with analysts and investors. The recording is accessible via the company's official website under the investor relations section. This is a routine regulatory filing under SEBI Listing Regulations to ensure transparency in investor communications.

Earnings conference call with analysts and investors was successfully conducted on February 06, 2026.
Audio recording of the session has been made available on the company's website for public access.
The filing is in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The recording provides management commentary and Q&A regarding the company's latest financial performance.

💡 Investors should listen to the recording to understand management's outlook on growth and specific answers provided to institutional analyst queries.

Capillary Q3 FY26: Revenue Up 16% YoY; 9M PAT Surges 692% to ₹90.2 Mn

🟢 POSITIVE ⭐ 8/10

EARNINGS 📅 06 Feb 2026, 01:22 PM

Capillary Technologies reported a steady 16% YoY revenue growth in Q3 FY26, reaching ₹1,840.4 Mn, while 9M FY26 revenue grew 22% to ₹5,432.5 Mn. Although Q3 PAT declined 30% YoY to ₹79.9 Mn due to acquisition-related amortization and one-time IPO costs, the 9M PAT showed a massive 692% jump to ₹90.2 Mn. The company is seeing strong traction from its Kognitiv acquisition and expansion in the healthcare vertical, which boosted its subscriber base by 50% effective January 2026. Management is focusing on AI-led productivity and customer migration to its core platform to sustain profitable growth.

9M FY26 Operating Revenue grew 22% YoY to ₹5,432.5 Mn, driven by organic growth and Kognitiv acquisition.
Adjusted EBITDA for 9M FY26 rose 53% YoY to ₹712.0 Mn, reflecting improved operational efficiencies.
9M PAT surged nearly 8x to ₹90.2 Mn compared to ₹11.4 Mn in the previous year.
Q3 PAT fell 30% YoY to ₹79.9 Mn, impacted by ₹62.4 Mn in depreciation/amortization and ₹35.9 Mn in one-time costs.
Subscriber base increased by 50% effective Jan 2026 following successful go-lives in the healthcare vertical.

💡 Investors should look past the Q3 PAT decline as it was driven by non-recurring and non-cash items; the strong 9M growth and 50% subscriber jump indicate robust business momentum. Monitor the integration of acquisitions and the impact of AI-led migrations on future margins.

Capillary Tech Q3 FY26: Revenue Grows 37% YoY to ₹580M; Returns to Profitability Post-IPO

🟢 POSITIVE ⭐ 8/10

EARNINGS 📅 06 Feb 2026, 01:19 PM

Capillary Technologies reported a strong performance for Q3 FY26, with standalone revenue from operations rising 37.1% YoY to ₹579.80 million. The company achieved a turnaround, posting a net profit of ₹10.52 million compared to a loss of ₹29.35 million in the preceding quarter. This is the first financial report following its November 2025 IPO, which added ₹3,229.08 million in net proceeds to the balance sheet. Results include a ₹16.14 million impact from new labour codes and ₹19.77 million in IPO-related expenses.

Revenue from operations increased 37.1% YoY to ₹579.80 million in Q3 FY26.
Turned around to a net profit of ₹10.52 million from a loss of ₹29.35 million in Q2 FY26.
EBITDA (Profit before finance costs, depreciation, and tax) rose to ₹128.63 million.
Holds ₹3,228.90 million in unutilized IPO proceeds, currently parked in fixed deposits.
Recognized a one-time financial impact of ₹16.14 million due to the implementation of new Labour Codes.

💡 Investors should view the return to profitability and strong revenue growth as positive signs for this newly listed entity. Monitor how the company utilizes its significant cash reserves of over ₹3,200 million for future expansion.

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💰 Financial Performance

Financial analysis data not yet available for this company.

⚙️ Operational Drivers

Operational analysis data not yet available for this company.

📈 Strategic Growth

Growth Strategy

The company is focusing on human capital retention and alignment through the ratification of the Capillary Employees Stock Option Scheme-2021 (ESOP 2021). This strategy is intended to incentivize employees by linking compensation to company performance, which is critical for maintaining a competitive edge in the technology sector.

Brand Portfolio

Capillary

🌍 External Factors

Industry Trends

The technology industry is seeing a trend of increased shareholder activism and institutional scrutiny regarding executive and employee compensation. This is evidenced by the 49.7440% of institutional votes (5,947,972 votes) cast against the ratification of the ESOP 2021 scheme, indicating a significant divide in investor expectations regarding dilution and incentive structures.

⚖️ Regulatory & Governance

Industry Regulations

The company operates under the regulatory oversight of SEBI, specifically complying with Regulation 44(3) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and Section 108 of the Companies Act, 2013, regarding the conduct of postal ballots and electronic voting for special resolutions.

⚠️ Risk Analysis

Key Uncertainties

A key business risk is the high level of institutional investor dissent, with 49.7440% of institutional votes opposing the ESOP 2021 ratification. This lack of consensus could lead to future friction regarding corporate governance and capital allocation strategies. The resolution passed primarily due to 100% support from the Promoter and Promoter Group (41,195,648 votes).