Digilogic Systems Ltd IPO

The company intend to utilize a portion of the Net proceeds for setting up the Proposed New Facility at Plot No. 6/2, TGIIC Hardware Park Phase II, Rangareddy District, Hyderabad 500005 - ("Proposed New Facility"). The company is yet to place orders for the plant, machinery and equipment and apply for requisite government approvals for the Proposed New Facility. If the company is unable to commission its Proposed New Facility without time and cost overruns or unable to adhere to the schedule of implementation, it may adversely affect the company's business, results of operations and financial conditions.

There can be no assurance that the Objects of the Offer will be achieved within the time frame anticipated or at all, or that the deployment of the Net Proceeds in the manner intended by the company will result in any increase in the value of your investment.

There have been certain inadvertent inconsistencies in some of its historical corporate filings, which may result in penalties or fines being imposed by the competent regulatory authority.

The Company has experienced negative cash flow in the past and may continue to do so in the future, which could have a material adverse effect on its business.

There were delays in filing of certain regulatory returns with the relevant authorities in relation to Employees' Provident Fund (EPF), Employees' State Insurance Corporation (ESIC), Goods and Services Tax (GST), Tax Deducted at Source (TDS), and Profession Tax.

The company's business is dependent on the sale of its products and services to the company's key customers. The company's top three customers accounted for 84.47%, 54.58%, 65.22% and 70.92% of its revenue from operations for six months ended September 30, 2025 and in Fiscal 2025, 2024 and 2023 respectively. The loss of one or more such customers or a reduction in their demand for its products could adversely affect the company's business, results of operations, financial condition and cash flows.

The company is dependents on the performance of the Critical Test, Measurement, and Simulation Technologies Market. Any adverse changes in the conditions affecting the Critical Test, Measurement, and Simulation Technologies Market can adversely impact its business, financial condition, results of operations, cash flows and prospects.

Cyber-attacks or other security breaches could have a material adverse effect on its business, results of operation or financial condition.

The company's Proposed New Facility will be set up on the plot that was purchased from TGIIC through a registered agreement for sale dated September 03, 2025, and the company will have to comply with the terms and conditions/covenants laid down in the said agreement for sale with TGIIC. In case of non-compliance with the terms and conditions of the same, it may affect its business operations.

The company's present facility and Proposed New Facility are situated at Hyderabad, in the state of Telangana, resulting in concentration in a single region. Any slowdown or shutdown or any interruption for a significant period of time at its present facility and Proposed New Facility for a significant period of time, may in turn adversely affect the company's business, financial condition and results of operations.