Borrowings

6 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Borrowings

13. Borrowings

A.Long-term borrowings consist of the following:

	As of  September 30, 2024			As of March 31, 2024
Loans from banks (note a)		121,796			112,169
Secured debentures (note b)		2,203,787			2,214,754
Convertible debenture (note c)		1,226,560			1,374,481
Less: current portion of long-term borrowings		(2,221,055	)		(2,228,471	)
		1,331,088			1,472,933

a)Loan from banks:

Particulars	Interest rate	Maturity date	Amount outstanding
Long-term borrowings from banks	8.75%	10-Aug-30		104,986
Long-term borrowings from banks	9.00%	1-May-29		16,810
				121,796

The above loans are vehicle loans and secured by way of hypothecation against the vehicle for which each loan is granted.

b)Secured debentures:

Particulars	Interest rate			Maturity date	Amount outstanding
N1 Series Debentures		19.50	%	31-Mar-25		575,274
N2 Series Debenture		19.50	%	31-Mar-25		325,791
N3 Series Debentures		19.25	%	31-Mar-25		407,614
N4 Series Debentures		20.00	%	31-Mar-25		895,108
						2,203,787

The debentures are secured by a subordinated lien on intellectual property, current assets and movable property and equipment of certain material foreign subsidiaries.

During the three month period ended September 30, 2024, the Company has entered into a modification arrangement with the debenture holders, resulting in changes to the repayment terms for the following series of debentures:

Particulars	Original terms (Months)		Modified Terms (Months)
N1 Series Debentures		24		34
N2 Series Debenture		24		32
N3 Series Debentures		18		28
N4 Series Debentures		13		27

As part of this modification, a portion of the imposed penalties totaling $314,360 were waived out of $756,626 by Debenture holders.

c)Convertible debenture

During the period ended September 30, 2024, the Company has outstanding $1.10 million unsecured convertible debentures to different parties which have maturity date of December 15, 2025. The instruments carry an interest rate of 13% per annum, unless otherwise

specified, as below.

Redemption/Conversion

On Maturity

If any amount of principal or interest under the notes remain outstanding on the maturity date, the Company shall repay the principal together with payment of accrued interest.

Optional Conversion

The unpaid principal amount of this debenture (together with all accrued but unpaid interest thereon) shall be convertible, in whole or in part, at the option of the Holder at any time prior to the payment in full of the principal amount of this Debenture, into such number of Ordinary Shares as is determined by dividing the principal amount of the Debenture so converted (together with all accrued but unpaid interest thereon) by the conversion price i.e. $10 per share.

However the conversion price is subject to downward adjustment if, on December 15, 2024, the volume-weighted average price (or VWAP) of RDZN for the thirty (30)-trading day period immediately preceding the December 15, 2024 is less than the original conversion price, subject to a floor of $8.50 per share.

Mandatory Conversion by Company

If at any time after the original issuance date, the closing price of the Common Stock of the company for any 20 Trading Days within a consecutive 30 Trading Day-period exceeding 130% of the then-applicable Conversion Price, then the Company shall thereafter have the right, at any time upon written notice to the Holder, to convert the unpaid principal amount of this Debenture (together with all accrued but unpaid interest thereon) into such number of shares of fully paid and non-assessable shares of Common Stock as is determined by dividing the principal amount of the Debenture (together with all accrued but unpaid interest thereon) by the Conversion Price (a “Company Conversion”).

Warrants Entitlement

The Company has agreed to issue the warrants to the debenture holder within 90 days of the closing of the securities purchase agreement. The warrants shall be equivalent to the 10% of the original principal balance of the notes. The exercise price of the warrants shall be eight dollars and fifty cents ($8.50) per warrant share. The warrants shall expire five (5) years after issuance.

The assumptions used in calculating estimated fair value of warrants due as of June 30, 2024 are as follows:

Risk free rate		3.58	%
Volatility		169.23	%
Annual Interest rate		13	%
Conversion Price	$10

d. As of September 30 2024, the aggregate maturities of long-term borrowings are as follows:

Period ending March 31, 2025	2,212,273
Period ending March 31, 2026	18,057
Period ending March 31, 2027	19,718
Period ending March 31, 2027 onwards	75,535
	2,325,583

B.Short-term borrowings

	As of  September 30, 2024		As of March 31, 2024
Loans from banks (note a)		236,173		781,455
Loans from related parties (note b)		1,080,444		1,096,109
Loans from others (note c)		18,866,800		13,877,265
		20,183,417		15,754,829

a)Loans from banks and others

Particulars	Weighted average borrowing rate
Short-term borrowings from banks and others		14.91	%

b) Loan from related parties

1.During the period ended September 30, 2024, the Company entered into a definitive agreement with Avacara Pte Ltd on July 18, 2024 to convert the principal outstanding amount of USD 938,000 into equity of the company by issuing additional shares at the greater of $2.80 and the 30 trading-day trailing Volume-Weighted Average Price (“VWAP”) as reported by Bloomberg at the close of trading on the 33rd trading day after the day that Roadzen Inc files with the Securities and Exchange Commission, its Form 10-Q for the first quarter of its fiscal 2025. As the VWAP did not reach $2.80 per share, the $938,000 liability will be exchanged for 335,000 Ordinary Shares.

c) Loans from others

1.During the quarter ended June 30, 2023, Roadzen (DE) entered into a $7.5 million senior secured notes agreement with Mizuho as a lender and administrative agent, which originally had a maturity date of 30 June, 2024. On May 14, 2024, as required by the terms of this senior secured notes agreement, the Company issued to the lender, a warrant to purchase 1,432,517 Ordinary Shares at an exercise price of $0.0001 per share. On July 26, 2024, the Company entered into Amendment No. 1 to the senior secured notes, providing for an additional $4 million in principal amount to a total of $11.5 million, and an extension of the maturity date to December 31, 2024. Terms of the notes are otherwise the same as the original notes issued in June 2023, including an interest rate of 15% per annum, and did not require any additional warrants.

2.As the accounting acquirer Roadzen (DE) has assumed a promissory note in the principal amount of $2.46 million at a discount of 10% which was obtained to finance transaction costs in connection with the Business Combination. The Promissory note is not convertible, accrues interest at the rate of 20% per annum and is due and payable upon the earlier of the date on which the Company consummates its initial Business Combination or the date of the liquidation of the Company. The Company has not honored repayment of the promissory note on the due date.

3.During the quarter ended December 31, 2023, Good Insurance Brokers Private Limited secured loan facilities from two financial institutions. A loan of $0.33 million was obtained from Mufin Green Finance Ltd., bearing an interest rate of 17.5%, with repayments scheduled in monthly installments up to November 2024. Additionally, a loan of $0.83 million was obtained from Hindon Mercantile Ltd., carrying an interest rate of 21%, with the principal amount repayable in bullet payments within 60 days from the date of each disbursement.

4.During the quarter ended June 30, 2024 and March 31, 2024 the Company has issued $1.0 million and $0.5 million respectively, in original principal amount of promissory notes, bearing interest at a rate of 17.5% per annum and mature on the sixth month anniversary of the funding of the notes respectively. As per the term of the agreement the interest rate on the notes can be increased up to a maximum of 29%.

5.As the accounting acquirer, Roadzen (DE) is deemed to have assumed a Convertible Promissory Note in the principal amount of $1.03 million which was obtained to finance transaction costs in connection with the Business Combination. The Convertible Promissory Notes is a non-interest bearing instrument and payable upon the consummation of a Business Combination or may be convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant at the holder's discretion. The warrants would be identical to the private placement warrants described in note 16. The Company has not honored repayment of the promissory note on the due date.

Fair Value of the Warrants:

Closing price	$	0.06
Open price	$	0.06
High	$	0.06
Low	$	0.06