Exit Strategy
Investors Control
Investors can exercise flexibility through various exit mechanisms, choosing optimal timing based on their investment goals and market conditions.
Growth Rate Accumulation & Conversion
For CCPS: Valuation Cap with Discount
- Protected by better of: ₹200 Cr valuation cap OR 30% discount on next round
- Automatic conversion upon Qualified Financing (₹20 Cr+ raise, ₹200 Cr+ pre-money)
- Below ₹285.71 Cr: Discount is better (gives more shares)
- Above ₹285.71 Cr: Cap is better (gives more shares)
- Conversion price calculated on pre-conversion equity shares (1,00,000)
For CCPS: Growth Rate
- Accumulates 30% to 40% annual growth (simple interest) until qualified financing
- Automatic conversion upon Qualified Financing (₹20 Cr+ raise, ₹200 Cr+ pre-money)
- Conversion at: Principal + Accumulated Growth Amount
- Shares calculated at next round's share price
Time-Based Conversion Options (March 2028)
- If no Qualified Financing occurs before March 31, 2028, the conversion will be done based on the professional valuation.
CCPS Assignment Rights
- Transfer CCPS to qualified investors (with company consent)
- 90-day approval process
- Subject to Right of First Refusal (ROFR) provisions
Post-Conversion Secondary Sales
- Sell equity shares to existing shareholders
- Sell to new qualified investors (subject to ROFR)
- Tag-along rights on founder share sales
- Drag-along rights for majority-approved exits
Management Control
The management will carefully assess and execute these options at optimal timing, always acting in the best interests of investors.
Initial Public Offering (IPO)
- Public listing when company achieves scale (example ₹100+ Cr revenue)
- CCPS converts to equity shares automatically prior to IPO
- Maximum liquidity for all investors
Management Buyback
- Company repurchases CCPS/equity at fair market value
- Funded through cash flow or debt financing
- Subject to board approval and valuation process
Strategic Acquisition
- Sale to agricultural/technology companies
- Premium valuation over financial buyers
Out of Control
Management will initiate these measures when situations are beyond control, ensuring proactive steps to address challenges effectively.
Distress Merger & Acquisition
- Merger with competitor to preserve value
- Partial investment recovery in distress scenarios
Liquidation
- Asset sale and proceeds distribution
- CCPS holders have liquidation preference over common equity
- Priority ranking: CCPS holders → Common equity holders
SHARE CAPITAL STRUCTURE
| Parameter | Authorized | Paid Up |
|---|---|---|
| Equity Capital | ₹10,00,000 (10,00,000 shares) | ₹1,00,000 (1,00,000 shares - Founders) |
| CCPS Capital | ₹20,00,00,000 (20,00,00,000 shares) | Nil |
| Total | ₹20,10,00,000 | ₹1,00,000 |
Face Value: ₹1 per share | Valuation Cap: ₹200 Crore
CONVERSION EXAMPLES
CCPS: Valuation Cap with Discount
For ₹1 Lakh Investment (1,00,000 CCPS) - Includes dilution from full ₹20 Cr CCPS conversion
| Future Valuation | Better Option | Conv. Price | Shares | Post-Conv Total | Ownership | Share Value | Return |
|---|---|---|---|---|---|---|---|
| ₹50 Cr | Discount (₹35 Cr) | ₹3,500 | 28.57 | 1,57,143 | 0.0182% | ₹90,909 | 0.91x |
| ₹100 Cr | Discount (₹70 Cr) | ₹7,000 | 14.29 | 1,28,571 | 0.0111% | ₹1,11,111 | 1.11x |
| ₹200 Cr | Discount (₹140 Cr) | ₹14,000 | 7.14 | 1,14,286 | 0.00625% | ₹1,25,000 | 1.25x |
| ₹285.71 Cr | Tie (₹200 Cr) | ₹20,000 | 5.00 | 1,10,000 | 0.0045% | ₹1,29,870 | 1.30x |
| ₹300 Cr | Cap (₹200 Cr) | ₹20,000 | 5.00 | 1,10,000 | 0.0045% | ₹1,36,364 | 1.36x |
| ₹400 Cr | Cap (₹200 Cr) | ₹20,000 | 5.00 | 1,10,000 | 0.0045% | ₹1,81,818 | 1.82x |
| ₹500 Cr | Cap (₹200 Cr) | ₹20,000 | 5.00 | 1,10,000 | 0.0045% | ₹2,27,273 | 2.27x |
| ₹1000 Cr | Cap (₹200 Cr) | ₹20,000 | 5.00 | 1,10,000 | 0.0045% | ₹4,54,545 | 4.55x |
CCPS: Growth Rate (40%, 2 Years)
For ₹1 Lakh Investment → ₹1.8 Lakh Guaranteed Conversion Value
| Future Valuation | Conversion Price | Investor Shares | Post-Conv Total | Ownership | Share Value | Return |
|---|---|---|---|---|---|---|
| ₹50 Cr | ₹1,400 | 128.57 | 3,57,143 | 0.036% | ₹1,80,000 | 1.80x |
| ₹100 Cr | ₹6,400 | 28.13 | 1,56,250 | 0.018% | ₹1,80,000 | 1.80x |
| ₹200 Cr | ₹16,400 | 10.98 | 1,21,951 | 0.009% | ₹1,80,000 | 1.80x |
| ₹300 Cr | ₹26,400 | 6.82 | 1,13,636 | 0.006% | ₹1,80,000 | 1.80x |
| ₹400 Cr | ₹36,400 | 4.95 | 1,09,890 | 0.0045% | ₹1,80,000 | 1.80x |
| ₹500 Cr | ₹46,400 | 3.88 | 1,07,759 | 0.0036% | ₹1,80,000 | 1.80x |
| ₹1000 Cr | ₹96,400 | 1.87 | 1,03,734 | 0.0018% | ₹1,80,000 | 1.80x |
POST-CONVERSION OWNERSHIP
At ₹400 Cr Valuation (Valuation Cap Applied)
Share Price = ₹20,000 | CCPS converts: ₹20 Cr / ₹20,000 = 10,000 shares
| Shareholder | Pre-Conversion | Post-Conversion | Ownership % |
|---|---|---|---|
| Founders | 1,00,000 equity | 1,00,000 equity | 90.91% |
| CCPS Investors | 20,00,00,000 CCPS | 10,000 equity | 9.09% |
| Total | - | 1,10,000 | 100% |
At ₹200 Cr Valuation (Discount Applied)
Share Price = ₹14,000 (30% discount) | CCPS converts: ₹20 Cr / ₹14,000 = 14,286 shares
| Shareholder | Pre-Conversion | Post-Conversion | Ownership % |
|---|---|---|---|
| Founders | 1,00,000 equity | 1,00,000 equity | 87.50% |
| CCPS Investors | 20,00,00,000 CCPS | 14,286 equity | 12.50% |
| Total | - | 1,14,286 | 100% |
At ₹300 Cr Valuation (Growth Rate 40%, 2 Years)
Total Conversion Value = ₹36 Cr | Conversion Price = ₹26,400 | CCPS converts: ₹36 Cr / ₹26,400 = 13,636 shares
| Shareholder | Pre-Conversion | Post-Conversion | Ownership % |
|---|---|---|---|
| Founders | 1,00,000 equity | 1,00,000 equity | 88.00% |
| CCPS Investors | 20,00,00,000 CCPS | 13,636 equity | 12.00% |
| Total | - | 1,13,636 | 100% |
CCPS investors receive shares worth exactly ₹36 Cr (their guaranteed conversion value).
CONVERSION FORMULA
Valuation Cap with Discount
Conversion Price = LOWER of:
- Cap Price = ₹200 Cr / 1,00,000 = ₹20,000
- Discounted Price = Future Valuation × 70% / 1,00,000
Investor Equity Shares = Investment / Conversion Price
Total Post-Conv Shares = 1,00,000 + (Total CCPS Investment / Conversion Price)
Share Value = (Investor Shares / Total Post-Conv Shares) × Future Valuation
Growth Rate
Conversion Value = Principal + (Principal × Rate × Years)
Conversion Price = (Future Valuation - Total Growth Rate CCPS Conversion Value) / Pre-Conv Shares
Investor Equity Shares = Conversion Value / Conversion Price
Total Post-Conv Shares = 1,00,000 + (Total Growth Rate CCPS Conversion Value / Conversion Price)
Share Value = Investor Shares × Conversion Price = Guaranteed Conversion Value
Note: Each CCPS variant converts independently. Growth Rate formula applies only to Growth Rate CCPS.
COMPARISON: WHICH OPTION IS BETTER?
For a detailed comparison of Growth Rate vs Valuation Cap with Discount, including all tranche combinations and scenario analysis, see CCPS Comparison.
Decision Guide:
- Choose Growth Rate if you want guaranteed 1.8x returns regardless of valuation
- Choose Valuation Cap if you believe valuation will exceed ₹400 Cr at next round
Company Details
- Legal Name: OX Agry Private Limited
- CIN: U01100TN2022PTC149276
- Address: 105, South Anna Nagar, Dindigul Road, Palani - 624601, Tamil Nadu, India
Contact Information
- Email: investments@oxagry.com
- Website: www.oxagry.com
Document Version: 1.0.0 Issue Date: January 2026 Last Updated: January 2026
© 2026 OX Agry Private Limited. All rights reserved.