Zoomcar initiates voluntary exchange offer for outstanding warrants, aiming to simplify capital structure and enhance equity consolidation.
Quiver AI Summary
Zoomcar Holdings, Inc., a leading peer-to-peer self-drive car-sharing marketplace in India, announced a voluntary offer on February 27, 2026, to exchange its outstanding common stock purchase warrants for shares of common stock. Eligible holders of these warrants, who are accredited investors, can exchange one warrant for 20,000 shares of common stock. The initiative aims to simplify the company’s capital structure by reducing the number of outstanding warrants. The offer will expire on March 31, 2026, and requires stockholder approval for increasing the number of authorized shares of common stock. Participating holders should follow the specified procedures in the associated Tender Offer Statement filed with the SEC. The shares received in the exchange will have lock-up restrictions. Further details and assistance can be obtained from the company.
Potential Positives
- Announcement of a voluntary offer to exchange warrants for common stock, potentially increasing shareholder value by consolidating equity capitalization.
- The exchange offer aims to simplify the capital structure and reduce administrative complexity, which can lead to improved operational efficiency.
- Eligibility for accredited investors may help streamline the participant pool, possibly resulting in a more stable ownership base.
- The company is taking steps to address and potentially increase its authorized shares, which can support future growth and fundraising efforts.
Potential Negatives
- The company may face challenges in obtaining stockholder approval for an increase in authorized shares of Common Stock, which is a condition for the offer to exchange.
- The need to simplify capital structure through this exchange offer may indicate potential complications or inefficiencies in its current financial setup.
- The issuance of restricted shares as part of the exchange could limit liquidity for holders, potentially leading to dissatisfaction among warrant holders.
FAQ
What is the purpose of Zoomcar's voluntary offer?
The offer aims to exchange outstanding stock purchase warrants for common stock to simplify the capital structure.
Who is eligible to participate in the exchange offer?
Eligible holders of record of Warrants as of February 26, 2026, who are verified accredited investors may participate.
What is the exchange ratio for the warrants?
The exchange ratio is 20,000 shares of Common Stock for each one Warrant tendered and accepted for exchange.
When does the offer to exchange expire?
The offer will expire at 5:00 p.m. Eastern Time on March 31, 2026, unless extended by the Company.
How can I get more information about the offer?
For more information, contact the Company at +91 8048821871 or [email protected].
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
$ZCAR Hedge Fund Activity
We have seen 0 institutional investors add shares of $ZCAR stock to their portfolio, and 1 decrease their positions in their most recent quarter.
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- IFP ADVISORS, INC removed 240 shares (-100.0%) from their portfolio in Q3 2025, for an estimated $72
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Full Release
Bengaluru, India, Feb. 27, 2026 (GLOBE NEWSWIRE) -- Zoomcar Holdings, Inc. (OTCQB: ZCAR) (the “Company”), the leading peer-to-peer self-drive car-sharing marketplace in India, today announced the commencement of a voluntary offer to exchange its outstanding common stock purchase warrants issued in the Company’s private placement completed on February 25, 2026 and outstanding as of February 26, 2026 (the “Warrants”) for shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), upon the terms and subject to the conditions set forth in the Company’s Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission (the “SEC”) on February 27, 2026, as may be amended or supplemented from time to time (the “Schedule TO”).
The Offer to Exchange
Under the offer to exchange, subject to the terms and conditions described in the Schedule TO and the related offer materials, eligible holders of record of Warrants as of February 26, 2026 that are verified accredited investors may tender such Warrants to the Company in exchange for shares of Common Stock at an exchange ratio of 20,000 shares of Common Stock for each one (1) Warrant tendered and accepted for exchange (the “Exchange Ratio”).
The Company is making the offer to exchange as part of a broader effort to simplify its capital structure by reducing the number of outstanding warrant instruments and consolidating its equity capitalization. The Company believes this may reduce administrative complexity associated with multiple classes of instruments and related tracking and reporting obligations.
Holders who wish to participate in the offer to exchange must validly tender their Warrants in accordance with the procedures and prior to the expiration date set forth in the Schedule TO and related offer materials. Tendered Warrants may be withdrawn at any time prior to the expiration of the offer in accordance with the terms described in the Schedule TO.
The offer to exchange will expire at 5:00 p.m., Eastern Time, on March 31, 2026, unless extended by the Company.
The offer to exchange is subject to the terms and conditions described in the Schedule TO, including, among other things, the Company’s ability to obtain stockholder approval for an amendment to its Certificate of Incorporation to increase the number of authorized shares of Common Stock. The Company expects to seek such stockholder approval at its upcoming annual meeting.
Any shares of Common Stock issued in exchange for Warrants will be issued as restricted securities and will be subject to contractual lock-up restrictions on transfer, as described in the Schedule TO and the related offer materials. During the applicable lock-up period, holders will be restricted from selling, transferring, or otherwise disposing of such shares, subject to limited customary exceptions.
Further Information Regarding the Offer to Exchange
The offer to exchange is being made solely pursuant to the Schedule TO and the related offer materials. Holders of Warrants are urged to read the Schedule TO and the related offer materials carefully, as they contain important information regarding the offer to exchange.
Questions and requests for assistance regarding the offer to exchange, including requests for copies of the Schedule TO and related offer materials, may be directed to the Company at +91 8048821871, [email protected] , or Anjaneya Techno Park, No.147, 1st Floor, Kodihalli, Bangalore, India 560008.
No Offer or Solicitation
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY SECURITIES. THE OFFER TO EXCHANGE IS BEING MADE ONLY PURSUANT TO THE OFFER MATERIALS FILED WITH THE SEC.
About Zoomcar
Founded in 2013, Zoomcar (OTCQB: ZCAR) is India’s leading peer-to-peer car-sharing marketplace, connecting vehicle owners (“Hosts”) with customers (“Guests”) seeking flexible and affordable mobility solutions. Zoomcar operates an asset-light platform model and serves millions of users across India.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “continue,” “potential,” “aim,” “project,” and similar expressions.
Forward-looking statements in this press release include, without limitation, statements regarding the offer to exchange, including the timing, terms, and completion of the offer to exchange; the level of participation by holders of Warrants; the Company’s ability to satisfy the conditions to the offer to exchange (including obtaining stockholder approval for an increase in authorized shares of common stock); the effects of the offer to exchange on the Company’s capital structure; and the expected benefits of reducing the number of outstanding warrant instruments.
These forward-looking statements are based on management’s current expectations and assumptions and are subject to significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others: the level of participation in the offer to exchange; the Company’s ability to meet the conditions to the offer to exchange; delays in or failure to obtain required stockholder approvals; market, economic, and capital markets conditions; regulatory developments; the Company’s operating performance and liquidity; and the possibility that the Company may delay, modify, suspend, or abandon the offer to exchange.
Additional risks and uncertainties are described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended March 31, 2025, its subsequent Quarterly Reports on Form 10-Q, and other filings with the SEC.
Except as required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances after the date of this press release, whether as a result of new information, future events, or otherwise.
Contact:
[email protected] ; [email protected]
