tech ltlahinclra · 2020. 2. 5. · tech rnahkmka annexure i sr. no. items for disclosure...

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Tech T h M h' d L' ' d lTlahinclra Sizrdacznzfigsfigtsgom Pune 411004, Maharashtra, India Tel. +91 20 8601 8100 Fax. +91 20 2542 4468 techmahindraeom connect©techmahindracom Registered Office: Gateway Building, Apollo Bunder Mumbai 400 001, India CIN LB4EDOMH’1988PLCD4’IB7O January 31, 2020 T0 BSE Limited National Stock Exchange of India Phiroze Jeej eebhoy Towers, Limited Dalal Street, Exchange Plaza, 5th floor, MUMBAI ~ 400 001 Plot No. C/1, G Block, Scrip Code : 532755 Bandra—Kurla Complex, Bandra (E) MUMBAI w 400 051 NSE Symbol : TECHM Sub: Approval of proposal for acquisition of majority stake in Cerium Systems Private Limited. Sir/Madam, Pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, we wish to inform that the Board of Directors of the Company has approved the proposal to acquire majority stake in Cerium Systems Private Limited. In this regard, please find enclosed herewith, Disclosure containing the details pursuant to Regulation 30(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9th September, 2015 as Annexure 1. This is for your information and record. Please acknowledge receipt of the same. Thanking you, For Tech Mahindra Limited y-Y“ Anii Ehatri Company Secretary Encl.: As stated above

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  • TechT h M h' d L' ' d

    lTlahinclra SizrdacznzfigsfigtsgomPune 411004, Maharashtra, India

    Tel. +91 20 8601 8100

    Fax. +91 20 2542 4468

    techmahindraeom

    connect©techmahindracom

    Registered Office:

    Gateway Building, Apollo Bunder

    Mumbai 400 001, India

    CIN LB4EDOMH’1988PLCD4’IB7O

    January 31, 2020

    T0

    BSE Limited National Stock Exchange of IndiaPhiroze Jeej eebhoy Towers, LimitedDalal Street, Exchange Plaza, 5th floor,MUMBAI ~ 400 001 Plot No. — C/1, G Block,Scrip Code : 532755 Bandra—Kurla Complex, Bandra (E)

    MUMBAI w 400 051NSE Symbol : TECHM

    Sub: Approval of proposal for acquisition of majority stake in Cerium Systems Private Limited.

    Sir/Madam,

    Pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations,2015, we wish to inform that the Board of Directors of the Company has approved the proposal toacquire majority stake in Cerium Systems Private Limited.

    In this regard, please find enclosed herewith, Disclosure containing the details pursuant to Regulation30(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read withSEBI Circular No. CIR/CFD/CMD/4/2015 dated 9th September, 2015 as Annexure 1.

    This is for your information and record.

    Please acknowledge receipt of the same.

    Thanking you,

    For Tech Mahindra Limited

    y-Y“

    Anii Ehatri

    Company Secretary

    Encl.: As stated above

  • Techrnahkmka Annexure I Sr. No. Items for Disclosure Description 1 Name of the target entity, details in brief such

    as size, turnover etc.;The target entity is Cerium SystemsPrivate Limited, an Indian company withheadquarters in Bangalore. The companyalso has offices in Santa Clara, CA andPenang, Malaysia along with Cochin andVishakhapatnam (India) and has ~840employees. Revenue for the financial yearended 315‘ March 2019 was INR 105.7crs. Whether the acquisition would fall within

    related party transacti0n(s) and whether thepromoter/ promoter group/ group companieshave any interest in the entity being acquired?If yes, nature of interest and details thereofand whether the same is done at “armslength”;

    No

    Industry to which the entity being acquiredbelongs;

    IT Services

    Objects and effects of acquisition (includingbut not limited to, disclosure of reasons foracquisition of target entity, if its business isoutside the main line of business of the listedentity);

    This acquisition is expected to help bolstercapabilities in the areas of semiconductordesign and testing, embedded softwaredevelopment/testing and productengineering.

    Brief detailsregulatoryacquisition;

    of any governmental orapprovals required for the

    None

    Indicative time period for completion of theacquisition;

    Nature of consideration - whether cashconsideration or share swap and details of thesame;

    Cost of acqu1s1t10n or the price at which theshares are acquired;

    a70% ofthe shares Will be acquired upfront

    The transaction is expected to close by 1StApril 2020.

    Cash

    for an enterprise value not exceedingRs. 245 crs. The remaining 30% will beacquired over the next two years at avaluation linked to the financialperformance of the company. Percentage of shareholding / control acquired

    and / or number of shares acquired;70% 0fthe shares will be acquired upfrontremaining 30% will be acquired over thenext two years at a valuation linked to the

    financial performance of the company. 10 Brief background about the entity acquired interms of products/line of business acquired,date of incorporation, history of last 3 yearsturnover, country in which the acquired entityhas presence and any other significantinformation (in brief); The target entity is an integrated circuitand embedded software design serviceprovider. The company was founded in theyear 2013 and has around 840 employees.The company is headquartered inBangalore with offices in Santa Clara, CAand Penang, Malaysia. *1

  • TechlTIahinclra

    Last 3 years Turnover of the Company isas follows:

    FY17: Rs. 36.820rs

    FY18: Rs. 71.550rs

    FY19: Rs. 105.73crs

    For Tech Mahindra Limited

    .0

    Company Secretary