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Equity
12 Months Ended
Mar. 31, 2024
Equity [Abstract]  
EQUITY

NOTE 16 — EQUITY

 

Common shares:

 

The total number of shares of common shares issued:

  As of
March 31,
2024
   As of
March 31,
2023
 
   (US$)   (US$) 
Common shares – par value $ 0.01/0.10 each (Before stock split)   53,899,435    37,576,449 
Common shares – par value $ 0.01/0.10 each, with employee incentive plan (Before Stock split)   93,679,260    37,576,449 
Common shares – par value $ 0.01/0.10 each, net reverse stock split   1,827,524    626,275 

 

Movements in Common Shares:

 

   Shares   Amount 
       (US$) 
Balance as of March 31, 2022  $34,154,062   $341,541 
Issued during the year   3,000,895    30,008 
Share warrants exercised   421,492    4,215 
Balance as of March 31, 2023   37,576,449    375,764 
Additional issue of common shares   16,102,811    161,029 
    53,679,260    536,794 
Additional stock issued for employee incentive plan   40,000,000    
 
Total issued common shares (Before reverse stock split)   93,679,260    536,794 
           
Total issued common shares (After reverse stock split)1   1,607,349    536,794 
Additional issue of common shares, after reverse stock split   220,175    2,202 
Balance as of March 31, 2024   1,827,524    538,996 

 

1

On February 5, 2024, the Company has announced a reverse stock split of its issued and outstanding ordinary shares, par value $0.01 per share at a ratio of 1-for-60 so that every 60 shares issued is combined to 1 share. As a result of the Reverse Split, the Company’s issued and outstanding ordinary shares was reduced from 93,679,260 shares to 1,561,309 shares. Further, the Company issued 46,040 ordinary shares to DTC as part of the reverse stock split, aggregating to 1,607,349 ordinary shares.

 

On June 3, 2024, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with Mast Hill Fund, L.P. (“Mast Hill”) and FirstFire Global Opportunities Fund, LLC (“FirstFire”, and together with Mast Hill, the “Investors”) as purchasers, pursuant to which the Company is issuing the Investors senior secured promissory notes in the aggregate principal amount of up to $3,888,889.00, with an aggregate purchase price of up to $3,500,000.00, common share purchase warrants for the purchase of up to 830,957 shares of Common Stock at an initial price per share of $3.51, and 50,000 shares of Common Stock (the “Commitment Shares”). Pursuant to the Purchase Agreement, the Company will issue the senior secured promissory notes, common share purchase warrants and Commitment Shares to the Investors in multiple tranches. Under the first tranche, the Company issued each of Mast Hill and FirstFire a senior secured promissory note in the principal amount of $1,427,778.00 and $238,888.88, respectively (the “Notes”). In connection with the issuance of the Notes, the Company issued each of Mast Hill and FirstFire a common stock purchase warrant (the “Warrants”) to purchase from the Company 305,080 shares of Common Stock and 51,045 shares of Common Stock, respectively. The Company issued each of Mast Hill and FirstFire 18,357 and 3,071 Commitment Shares, respectively. Under each of the second trance and third tranche, the Company will issue each of Mast Hill and FirstFire a senior secured promissory note in the principal amount of $951,851.84 and $159,259.26, respectively (the “Tranche Notes”). In connection with the issuance of the Tranche Notes, the Company will issue each of Mast Hill and FirstFire a common stock purchase warrant to purchase from the Company 203,387 shares of Common Stock and 34,029 shares of Common Stock, respectively. In connection with each of the second trance and third tranche, the Company will issue each of Mast Hill and FirstFire 12,238 and 2,048 Commitment Shares, respectively. The closings of the sale of the sale of the Tranche Notes and related warrants are subject to certain closing conditions as set forth in the Purchase Agreement. Pursuant to the Purchase Agreement, the Company entered into a registration rights agreement (the “RRA”) with the Investors to provide certain registration rights under the Securities Act of 1933, as amended, and the rules and regulations thereunder, or any similar successor statute, and applicable state securities laws. The Company agreed to file with the Securities and Exchange Commission an initial Registration Statement covering the maximum number of Registrable Securities, plus the shares underlying the ELOC Warrant (as that term is defined below), within thirty (30) calendar days from the date of the RRA so as to permit the resale the Registrable Securities by the Investors. Pursuant to the Purchase Agreement, the Company entered into a security agreement (the “Security Agreement”) with the Investors pursuant to which the Company granted to the Investors a security interest in certain property of the Company to secure the prompt payment, performance and discharge in full of all the Company’s obligations under the Notes.

 

On November 22, 2024, the Company has issued 40,000,000 shares for the purpose of employee incentive plan.

 

On August 31, 2023, the Company entered into a Securities Purchase Agreement (the “September 2023 Purchase Agreement”) with a certain accredited investor as purchaser, pursuant to which, the Company sold $1,004,705 in principal amount of the Company’s Series A Convertible Preferred Shares, par value $0.01 (the “Preferred Shares”), warrants to purchase the Company’s Preferred Shares (the “Preferred Warrants”) and warrants the (September 2023 Common Warrants”) to purchase the Company’s common shares, par value $0.01 (the “Common Shares). The Preferred Shares are convertible into Common Shares, at an initial conversion price per share of $0.40, subject to adjustment under certain circumstances described in the certificate of designations for the Preferred Shares. The holder of Preferred Shares has the option, at any time and for any amount of such Preferred Shares, to convert Preferred Shares at an alternative conversion price that is the lower of the conversion price in effect, or at a 85% discount to the then-volume weighted average price of our common shares, but in no event less than the conversion floor price of $0.0787 (such price, the “Preferred Alternate Conversion Price”).

 

We have repaid the borrowings during the year ending March 31, 2024. The preferred shares have been converted in to 220,175 common shares.

 

On August 21, 2023, the Company has additionally issued restricted stock to the following persons:

 

Name  Nos. of
Common Stock
 
Skyline Corporate Communications Group   10,527 
Acorn Management Partners LLC   131,578 
Rajeev Kheror, an independent director   150,000 
Robert Damante, an independent director   150,000 

 

On June 17, 2022, the Company consummated its initial public offering (“IPO”) on NASDAQ Capital Markets. The Company has listed common shares on the NASDAQ Capital Market under the trading symbol “LYT”. The Company has raised gross proceeds of $12.40 million from initial public offering of 2,609,474 shares at $4.75 per common shares and has raised gross proceeds of $1.86 million from overallotment of 391,421 shares at $4.75 per common shares. 

 

Common Stock

 

Common stock entitles the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held.

 

Equity consists of the following as of 31 March 2024:

 

   As of
March 31,
2024
 
   ($US) 
Common stock – par value $0.01, 93,679,260 (after stock split 1,827,524) shares issued and outstanding  $538,996 
Net income available to common shareholders   (9,951,285)
Securities Premium   16,811,742 
Translation of foreign subsidiaries, net of tax   (154,156)
Employee benefits reclassification   (1,203)
Lytus Trust – for employee incentive plan   5,720,000 
Non-controlling interest   3,015,031 
   $

15,979,125

 

 

Equity consists of the following as of 31 March 2023:

 

   As of
March 31,
2023
 
   ($US) 
Common stock – par value $0.01, 34,154,062  (after stock split 626,275) shares issued and outstanding  $375,766 
Net income available to common shareholders   (4,518,954)
Securities Premium   12,474,944 
Translation of foreign subsidiaries, net of tax   (124,992)
Employee benefits reclassification   (714)
Non-controlling interest   2,538,478 
   $

10,744,528

 

 

Capital risk management

 

The Group’s capital management objectives are to ensure the Group’s ability to continue as a going concern as well as to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.

 

The Group monitors capital based on the carrying amount of equity plus its subordinated loan, less cash and cash equivalents as presented on the face of the statement of financial position recognized in other comprehensive income.

 

The Group manages its capital structure and adjusts it in the light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares. The amounts managed as capital by the Group are summarized as follows:

 

   As of
March 31,
2024
   As of
March 31,
2023
 
   ($US)   ($US) 
Non- current borrowings  $(1,011,746)  $(331,934)
Current borrowings   (1,728,190)  $(3,889,131)
Cash and cash equivalents   246,377    311,810 
Net debt  $2,493,559   $3,909,255 
Total equity  $15,979,125   $10,744,528 
Net debt to equity ratio   15.61%   36.38%

 

On August 21, 2023, the Company has additionally issued restricted stock to the following persons:

 

Name  Nos. of
Common Stock
 
Skyline Corporate Communications Group   10,527 
Acorn Management Partners LLC   131,578 
Rajeev Kheror, an independent director   150,000 
Robert Damante, an independent director   150,000