SCHEDULE 13D/A: Major Diginex Shareholder Rhino Ventures Secures $25 Million Loan at 12% Interest

Rhino Ventures Limited, a significant beneficial owner of Diginex Ltd., has disclosed securing a three-year loan of up to $25 million at a 12% annual interest rate from Rocky Rai.

Summary

• Rhino Ventures Limited, a British Virgin Islands company wholly-owned and managed by Miles Pelham, filed an Amendment No. 1 to its Schedule 13D regarding its beneficial ownership in Diginex Ltd.
• The amendment primarily discloses that Rhino Ventures Limited entered into a Loan Agreement with Rocky Rai on March 20, 2025.
• Under the Loan Agreement, Rhino Ventures Limited can borrow up to $25,000,000 for a term of three years.
• Interest on the outstanding principal amount will accrue at a rate of 12% per annum, payable annually.
• The outstanding principal sum plus all accrued interest is due and payable on the three-year anniversary of the Loan Agreement.
• Rhino Ventures Limited beneficially owns 32,867,066 Ordinary Shares of Diginex Ltd., representing 68.2% of the class.
• Miles Pelham, who controls Rhino Ventures Limited, beneficially owns 33,464,846 Ordinary Shares of Diginex Ltd., representing 69.0% of the class.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of a financing event for a major shareholder, not directly for the issuer (Diginex Ltd.), and does not contain information that would significantly alter the sentiment towards Diginex Ltd.'s operational or financial outlook.

Future Outlook

The document primarily details a financing arrangement for a major shareholder and does not provide forward-looking statements or guidance for Diginex Ltd.'s operations or financial performance.

Industry Context

This filing is an update on a major shareholder's financial activities and beneficial ownership, rather than a direct operational or strategic update from Diginex Ltd. itself. Therefore, it does not provide specific insights into broader industry trends or competitive landscape for Diginex Ltd.

Stakeholder Impact

• Shareholders of Diginex Ltd. are informed of a significant financing event undertaken by a controlling shareholder, which could indirectly affect the shareholder's financial stability and potential future actions regarding their stake in Diginex.

Next Steps

• Rhino Ventures Limited is obligated to pay annual interest on the loan and repay the principal plus accrued interest on the three-year anniversary of the Loan Agreement (March 20, 2028).

Key Dates

Keywords

Diginex Ltd, Rhino Ventures Limited, Miles Pelham, Schedule 13D, Beneficial Ownership, Loan Agreement, SEC Filing, Shareholder Financing