NAZARA - Nazara Technolo.
📢 Recent Corporate Announcements
Nazara Technologies has approved the grant of 5,66,463 employee stock options under its 2025 ESOP scheme to an eligible employee. The exercise price is set at Rs 264.80 per share, reflecting the market price as of February 27, 2026. The options carry a minimum vesting period of one year and an exercise window of five years post-vesting. This is a standard corporate procedure aimed at talent retention and aligning employee interests with long-term company performance.
- Grant of 5,66,463 stock options to be converted into equity shares of face value Rs 2 each
- Exercise price fixed at Rs 264.80 per option based on recent market closing price
- Minimum vesting period of 1 year required before options can be exercised
- Exercise period valid for up to 5 years from the date of vesting
- No lock-in period applies to the equity shares arising from the exercise of these options
Nazara Technologies Limited has announced two upcoming one-on-one physical meetings with institutional investors in Mumbai. The first meeting is scheduled with Ambit Institutional on March 2, 2026, at 11:00 a.m. IST. The second meeting is with PL Capital on March 6, 2026, at 03:00 p.m. IST. These meetings are part of the company's regular investor engagement and will be based on publicly available information.
- One-on-one physical meeting with Ambit Institutional on March 2, 2026, at 11:00 a.m. IST
- One-on-one physical meeting with PL Capital on March 6, 2026, at 03:00 p.m. IST
- Both meetings are scheduled to take place in Mumbai
- Discussions will be restricted to publicly available information as per SEBI regulations
Nazara Technologies Limited has announced a one-on-one physical meeting with Ashmore Investment Management scheduled for February 27, 2026. The meeting is set to take place in Mumbai starting at 11:30 a.m. IST. This interaction is part of the company's regular investor relations activities under SEBI (LODR) Regulations. The company has clarified that all discussions will be based strictly on publicly available information.
- One-on-one physical meeting with Ashmore Investment Management scheduled for Feb 27, 2026.
- The meeting is slated to begin at 11:30 a.m. IST in Mumbai.
- Discussions will be restricted to information already in the public domain.
- The disclosure is made pursuant to Regulation 30 of the SEBI (LODR) Regulations, 2015.
Nazara Technologies has announced a Non-Deal Roadshow scheduled for February 17, 2026, in Mumbai. The event will feature one-on-one and group meetings with institutional investors and analysts from 10:00 A.M. to 6:00 P.M. The company has stated that all discussions will be based on information already available in the public domain. This is a standard investor relations activity aimed at maintaining engagement with the financial community.
- Non-Deal Roadshow scheduled for February 17, 2026, in Mumbai.
- Meetings will be held in flexible 1-hour slots between 10:00 A.M. and 6:00 P.M.
- Interaction format includes both physical one-on-one and group meetings.
- Discussions will be restricted to publicly available information per SEBI regulations.
Nazara Technologies has announced its participation in two upcoming investor and analyst interactions. The first is the Goldman Sachs India New Age Tech Conference 2026, scheduled virtually for February 16 from 10:00 A.M. to 1:30 P.M. The second is a physical meeting organized by Dolat Capital in Mumbai on February 18 from 11:00 A.M. to 1:00 P.M. These meetings will consist of one-on-one or group discussions based on publicly available information.
- Participation in Goldman Sachs India New Age Tech Conference on February 16, 2026.
- Physical meeting scheduled with Dolat Capital in Mumbai on February 18, 2026.
- Meetings will include one-on-one and group formats to discuss company performance.
- Discussions are restricted to information already available in the public domain.
- Compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Nazara Technologies reported a strong Q3 FY26 with EBITDA rising 29.4% YoY to INR 67.8 crore, despite a 24.1% revenue decline to INR 406 crore caused by the deconsolidation of NODWIN Esports. The company successfully pivoted toward higher-margin IP-based gaming, leading to a significant margin expansion to 16.7%. For the 9M FY26 period, revenue grew 29.7% to INR 1,431.2 crore while EBITDA surged 73% to INR 177.2 crore. Management highlighted a turnaround in Kiddopia's subscriber growth and robust performance in the offline gaming segment which maintained a 36% EBITDA margin.
- Q3 FY26 EBITDA grew 29.4% YoY to INR 67.8 crore with margins expanding to 16.7% from refocus on IP gaming.
- Core Gaming segment revenue rose 66% YoY to INR 257 crore with a healthy 25% EBITDA margin.
- Kiddopia resumed subscriber growth with ARPU increasing to $7.45 and CAC improving to $35.8.
- Offline gaming (Smaaash and Funky Monkey) reported a strong 36% EBITDA margin for the quarter.
- 9M FY26 EBITDA increased 73% YoY to INR 177.2 crore, reflecting improved operational efficiencies across segments.
Nazara Technologies has received an adverse ruling from the GST Appellate Authority regarding tax disputes for FY 2017-18 and FY 2018-19. The authority upheld a tax demand of INR 2.84 crore along with an equivalent penalty of INR 2.84 crore, totaling approximately INR 5.68 crore. The dispute relates to the non-receipt of export proceeds within the stipulated time period. The company has stated it is evaluating further legal options, including filing an appeal before a higher tribunal.
- Appellate Authority upheld a tax demand of INR 2,83,96,324.
- A penalty of INR 2,83,96,324 was also sustained, bringing the total liability to INR 5.68 crore.
- The demand pertains to export proceeds realization issues from FY 2017-18 and FY 2018-19.
- The company intends to explore further legal remedies, including a tribunal appeal.
- Management indicates the financial impact is limited to the demand amount and will not affect operations.
Nazara Technologies has officially released the audio recording of its Q3 and FY2026 earnings conference call held on February 04, 2026. This disclosure follows the company's recent financial results announcement, providing a platform for management to discuss performance metrics and strategic initiatives. The recording is accessible via a public link on the company's investor relations page. Such disclosures are mandatory under SEBI's Regulation 30 to ensure transparency for all shareholders.
- Earnings call for Q3 FY2026 was conducted on February 04, 2026, at 9:30 A.M. IST
- Audio link provided for public access: https://nazara.in/10040222.mp3
- Compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- The recording contains management's commentary on the company's financial performance and future outlook
Nazara Technologies reported a strong 9MFY26 with revenue growing 29.7% YoY to ₹1,431.2 crore and EBITDA surging 73% to ₹177.2 crore. While Q3FY26 revenue fell 24.1% to ₹406 crore due to the deconsolidation of Nodwin Gaming, EBITDA margins significantly improved to 16.7% from 9.8% a year ago. The company successfully resumed subscriber growth in Kiddopia through its 'Centres of Excellence' (COE) model and saw strong performance in its new PC/Console publishing segment. However, associate company Nodwin faced a significant ₹384 crore impairment related to its subsidiary Freaks 4U Gaming.
- 9MFY26 EBITDA grew 73% YoY to ₹177.2 Cr with margins expanding to 12.4% from 9.3%.
- Q3FY26 EBITDA margins reached 16.7%, driven by operational efficiencies and the COE model.
- Kiddopia subscriber growth resumed in Q3FY26, reaching 221,458 users after several quarters of decline.
- PC & Console segment delivered ₹186.2 Cr revenue and ₹67.2 Cr EBITDA in 9MFY26 with high margins.
- Associate company Nodwin Gaming recognized a ₹384 Cr impairment for its subsidiary Freaks 4U Gaming.
Nazara Technologies reported a robust Q3FY26 with EBITDA growing 29.4% YoY to INR 67.8 crores and margins expanding to 16.7%. For the nine-month period (9MFY26), revenue surged 29.7% to INR 1,431.2 crores, while EBITDA jumped 73% YoY to INR 177.2 crores. The company witnessed a turnaround in Kiddopia subscriber growth and strong operational performance from its associate, NODWIN Gaming. Furthermore, the board approved strategic investments in nCore Games and a capital infusion of INR 15 crores into Rusk Media.
- Q3FY26 EBITDA grew 29.4% YoY to INR 67.8 crores with margins at 16.7%.
- 9MFY26 revenue reached INR 1,431.2 crores, a 29.7% YoY increase.
- 9MFY26 EBITDA surged 73% YoY to INR 177.2 crores, reflecting strong operational leverage.
- Kiddopia resumed subscriber growth following optimized user acquisition and data analytics strategies.
- Board approved a primary capital infusion of up to INR 15 crores into Rusk Media.
Nazara Technologies approved its Q3 FY26 results alongside new strategic investments in Rusk Media (₹15 Crores) and nCore Games ($500,000). However, the report is overshadowed by a massive impairment loss of ₹914.70 Crores related to an associate company affected by the 'Promotion and Regulation of Online Gaming Act, 2025'. Furthermore, the auditor highlighted astronomical GST Show Cause Notices totaling over ₹11,800 Crores across various subsidiaries and associates. While expansion continues, these regulatory and legal hurdles pose significant risks to the company's valuation.
- Approved ₹15 Crore investment in Rusk Media Private Limited via Pre Series C CCPS.
- Authorized USD 500,000 investment in nCore Games, Inc. through a Convertible Promissory Note.
- Recognized a massive impairment loss of ₹91,470 lakhs (₹914.7 Cr) due to new online gaming regulations.
- Disclosed multiple GST Show Cause Notices totaling over ₹11,800 Crores across group entities.
- Reported a share of net loss from associates amounting to ₹5,742 lakhs for the nine-month period.
Nazara Technologies has finalized the acquisition of 4,276 Series A Compulsorily Convertible Preference Shares (CCPS) of Rusk Media Private Limited for a cash consideration of ₹27.15 crore. This stake, representing 5.23% on a fully diluted basis, was acquired from Nazara's associate company, Nodwin Gaming. Following this transaction, Nazara's direct holding in Rusk Media has increased to 7.18%. This move reflects the company's strategy to consolidate its presence in the digital content and gaming ecosystem.
- Paid full cash consideration of INR 27,14,91,792 (₹27.15 Cr) for the acquisition.
- Acquired 4,276 Series A CCPS, representing 5.23% of Rusk Media on a fully diluted basis.
- Total shareholding in Rusk Media increased from approximately 1.95% to 7.18%.
- The transaction was completed pursuant to a Share Purchase Agreement with associate company Nodwin Gaming.
- The acquisition was finalized on January 30, 2026, following previous disclosures in late 2025.
Nazara Technologies has announced its earnings conference call scheduled for Wednesday, February 4, 2026, at 09:30 AM IST. The call will discuss the company's financial and operational performance for the third quarter and nine months ended December 31, 2025. The meeting will feature a wide range of management representatives from various subsidiaries, including Nodwin Gaming, Fusebox Games, and Datawrkz. This provides a platform for investors to understand the growth trajectory of Nazara's diversified gaming and ad-tech portfolio.
- Earnings call scheduled for February 4, 2026, at 9:30 AM IST to discuss Q3 and 9M FY26 results.
- Participation from top leadership including JMD & CEO Nitish Mittersain and CFO Rakesh Shah.
- CEOs of key subsidiaries like Fusebox Games, WildWorks, and Nodwin Gaming will be present for operational updates.
- Dial-in access provided for major global markets including USA, UK, Singapore, and Hong Kong.
Nazara Technologies has successfully passed a special resolution to implement the 'Nazara Technologies Employee Stock Option Scheme 2025'. The resolution received 91.88% approval from the total votes cast during the postal ballot process which concluded on January 15, 2026. While promoters and retail investors were nearly unanimous in their support, public institutional investors showed notable resistance with 31.85% of their votes cast against the scheme. This approval allows the company to proceed with its long-term incentive plan for employees.
- Special resolution for the new ESOP Scheme 2025 passed with 17.18 crore votes in favour (91.88%).
- Total voter turnout represented 50.48% of the company's outstanding share capital.
- Public institutional investors cast 1.52 crore votes (31.85% of their segment) against the resolution.
- Promoter group voted 100% in favour, contributing 12.81 crore votes to the total.
- The resolution was passed as a Special Resolution, requiring at least 75% majority.
Nazara Technologies has announced an extension for the acquisition of a 5.23% stake in Rusk Media Private Limited (RMPL). The company is acquiring 4,276 Series A Compulsorily Convertible Preference Shares from its associate, Nodwin Gaming. The deadline for completing this transaction, originally based on a November 2025 agreement, has now been moved to February 10, 2026. This acquisition represents a strategic consolidation of media assets within the Nazara ecosystem.
- Acquisition of 4,276 Series A Compulsorily Convertible Preference Shares (CCPS) of Rusk Media.
- The stake represents 5.23% of Rusk Media's share capital on a fully diluted basis.
- Shares are being transferred from Nodwin Gaming Private Limited, an associate of Nazara.
- The completion timeline for the transaction is now extended to February 10, 2026.
Financial Performance
Revenue Growth by Segment
Nazara delivered H1 FY26 revenue of INR 1,025.2 Cr, up 80.2% YoY. The Core Gaming segment (Mobile, PC-Console, Offline) grew 159% YoY in H1 FY26. AdTech revenue grew 501% YoY in Q2 FY26 to INR 145.1 Cr, largely driven by the consolidation of Space and Time. Offline gaming (Smaaash) contributed INR 24 Cr in Q2 FY26 revenue.
Geographic Revenue Split
64% of gaming revenue is derived from premium high-ARPU markets, specifically the US and UK. This geographic focus provides a hedge against regional regulatory volatility in India and leverages higher monetization per user.
Profitability Margins
Core Gaming EBITDA margin stood at 23.2% for H1 FY26. Overall EBITDA for H1 FY26 was INR 109.4 Cr, up 118.5% YoY. However, Q2 FY26 PAT was negative INR 33.9 Cr due to a significant impairment of INR 914.7 Cr related to Real Money Gaming (RMG) investments.
EBITDA Margin
Overall EBITDA margin for Q2 FY26 was 11.8% (INR 62 Cr on INR 526.5 Cr revenue), representing a 146.4% YoY increase in absolute EBITDA. Core gaming margins are targeted to remain in the 20-25% range through improved user acquisition efficiencies and data analytics.
Capital Expenditure
Nazara raised INR 509.99 Cr through a preferential issue of 71,42,856 equity shares at INR 714 each in September 2025 to fund growth. Specific maintenance CapEx is not disclosed, but the company is aggressively investing in 'Centers of Excellence' for AI and growth.
Operational Drivers
Raw Materials
As a digital gaming company, 'raw materials' consist of Intellectual Property (IP) acquisition costs, software development talent, and user acquisition (UA) marketing spends. Marketing and compliance costs are noted as rising but managed through digital efficiencies.
Import Sources
Not applicable for a software/gaming entity; however, talent and IP are sourced globally, with a focus on UK-based publishing (Curve Games) and US-based studios (WildWorks).
Key Suppliers
Key partners include platform providers like Apple (App Store), Google (Play Store), Sony (PlayStation), and Valve (Steam) for distribution, and licensed IP partners like Bigg Boss.
Capacity Expansion
The offline gaming segment (Smaaash) expanded from 10 centers in February 2025 to 14 centers by September 2025. The company plans to scale this to 100 centers within the next two years to drive physical-to-digital synergies.
Raw Material Costs
User Acquisition (UA) and marketing costs are primary drivers. The company uses 'Centers of Excellence' to improve LTV/CAC ratios, aiming to keep margins stable at 20-25% despite rising compliance and IT costs.
Manufacturing Efficiency
Efficiency is measured by 'Cash Conversion'; Operating Cash Flow (pre-tax) for H1 FY26 was INR 71.5 Cr, up 170.8% YoY, demonstrating high conversion from EBITDA.
Logistics & Distribution
Distribution is primarily digital via global platforms. PC/Console publishing (Curve) achieved 1.25 million units for 'Human Fall Flat' in September 2025, up 25% YoY.
Strategic Growth
Expected Growth Rate
20-25%
Growth Strategy
Growth will be achieved by scaling 'Live Ops' to improve retention, expanding existing IPs like 'Animal Jam' onto new platforms like Roblox, and aggressive M&A, such as the acquisition of Smaaash from NCLT and the consolidation of Curve Games.
Products & Services
Mobile games (Animal Jam, Kiddopia), PC/Console games (Human Fall Flat, Wobbly Life), eSports events (Nodwin), AdTech services (Datawrkz), and physical entertainment centers (Smaaash).
Brand Portfolio
Animal Jam, Kiddopia, Nodwin Gaming, Smaaash, World Cricket Championship (WCC), Datawrkz, Curve Games, Human Fall Flat, Wobbly Life.
New Products/Services
Planned launch of 'Animal Jam' on Roblox and expansion of digital IPs into the Indian market using the 'Bigg Boss' license. Smaaash 2.0 is being developed to reimagine offline gaming centers.
Market Expansion
Expansion into Saudi Arabia and emerging markets for eSports, where the sector is performing 'phenomenally well' compared to the declining Western markets.
Strategic Alliances
Strategic investment from Sony (at a pre-money valuation of $349 million for Nodwin) and partnerships with IP owners for console publishing.
External Factors
Industry Trends
The industry is shifting from individual game launches to long-term franchise building across multiple platforms (Mobile, PC, Console, Offline). Mobile remains the largest segment at 55% of the global market.
Competitive Landscape
Competes with global mobile gaming studios and domestic RMG platforms, though it is pivoting away from RMG due to regulatory headwinds.
Competitive Moat
Moat is built on 25+ owned/licensed IPs and a diversified portfolio that provides stability. Shared 'Centers of Excellence' create operating leverage that competitors with single-studio models lack.
Macro Economic Sensitivity
Highly sensitive to digital consumption trends in the US and UK (64% of revenue) and regulatory shifts in the Indian gaming market.
Consumer Behavior
Shift toward multi-platform engagement (e.g., mobile users moving to Roblox) and recurring revenue models like subscriptions and seasonal passes.
Geopolitical Risks
The eSports segment is shifting focus to Saudi Arabia due to market death in the West, making the company sensitive to Middle Eastern economic and social policies.
Regulatory & Governance
Industry Regulations
New Indian regulations on skill-based real-money gaming (RMG) have significantly impacted valuations, leading to a INR 914.7 Cr impairment. Compliance costs are rising due to these evolving standards.
Legal Contingencies
The company acquired Smaaash through the National Company Law Tribunal (NCLT) process, which involves ongoing 'cleaning up' and optimization of the business.
Risk Analysis
Key Uncertainties
Regulatory uncertainty in the Indian RMG space (potential for further bans or tax changes) and the sustainability of eSports funding in Western markets (Freaks4U losses).
Geographic Concentration Risk
64% revenue concentration in US and UK markets makes the company vulnerable to economic downturns in those specific regions.
Third Party Dependencies
High dependency on Nodwin (now an associate) for eSports growth and on platform owners (Sony, Apple, Google) for game distribution.
Technology Obsolescence Risk
Risk of games losing popularity; mitigated by 'Live Ops' and expanding hit IPs like 'Wobbly Life' to new platforms like Switch 2.