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