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BLACK BOX LIMITED Capital/Financing Update 2026

Feb 12, 2026

61965_rns_2026-02-12_1465d49c-c238-415b-b155-b49d797b16cb.pdf

Capital/Financing Update

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Telephone: +91 22 6661 7272 | Email: [email protected]

BBOX/SD/SE/2026/10

February 12, 2026

To,

Corporate Relationship Department
Bombay Stock Exchange Limited
P.J. Tower, Dalal Street,
Fort,Mumbai 400001
Corporate Relationship Department
The National Stock Exchange of India Limited
Exchange Plaza, Bandra Kurla Complex,
Bandra East,Mumbai 400051

Sub: Intimation under Regulation 30 of SEBI (LODR) Regulations, 2015 - Acquisition

Ref.: Scrip code: BSE: 500463/NSE: BBOX

Dear Sir/Madam,

In accordance with the provisions of Regulation 30(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), we wish to inform you that BLACK BOX DO BRASIL INDÚSTRIA E COMÉRCIO LTDA. , Step Down Subsidiary of the Company, has entered into a definitive acquisition agreement earlier today to acquire 2S Inovações Tecnológicas ("2S"), a leading Brazilian solutions integrator for an amount of around Rs. 275 Crores, payable at closing subject to working capital adjustments and additional deferred payments including earn-outs linked to performance over the next two years. This transaction is subject to customary closing conditions, certain consents and approvals. This transaction is expected to close by end of March 2026.

Further, in terms of SEBI Circular no. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023 the requisite details of the forgoing acquisition in the prescribed format are attached herewith as “ Annexure A ”.

This is for your information, record and necessary dissemination to all the stakeholders.

Yours Faithfully, For Black Box Limited

ADITYA Digitally signed by ADITYA GOSWAMI GOSWAMI Date: 2026.02.12 07:57:32 +05'30' Aditya Goswami Company Secretary & Compliance Officer

Encl.: A/a.

BLACK BOX LIMITED

~~Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India~~ BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272

Annexure A

Disclosure of information pursuant to Regulation 30 of SEBI (LODR) Regulations, 2015 read with SEBI circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023

Acquisition(s) ((including agreement to acquire), Scheme of Arrangement (amalgamation/ merger/ demerger/restructuring), sale or disposal of any unit(s), division(s), whole or substantially the whole of the undertaking(s) or subsidiary of the listed entity, sale of stake inn the associate company of the listed entity or any other restructuring:

1.1. Acquisition (including agreement to acquire):

Sr.
No.
Particulars Details
1 Name of the target entity, details in
brief such as size, turnover etc.
2S Inovações Tecnológicas ("2S"), Sao Paulo Brazil
Leading Brazilian solutions integrator of IT infrastructure,
technologies, and managed services, with a strong legacy of over
35 years in the Brazilian market. Established in 1992, 2S has
evolved into an end-to-end technology partner offering end-to-
end
services
across
design,
technology
provisioning,
implementation,
integration,
managed
services,
security
operations, and lifecycle optimization.
Approx 230 employees
Revenue from operations: US$ 53 million (year ended December
31, 2024) as per Brazil GAAP
2 Whether the acquisition would fall
within related party transaction(s) and
whether the promoter/ promoter
group/ group companies have any
interest in the entity being acquired?
If yes, nature of interest and details
thereof and whether the same is done
at“arm’s length”;
The acquisition does not fall under the related party transactions.
No promoter/ promoter group/ group companies have any
interest in 2S.
3 Industry to which the entity being
acquired belongs
Information Technology infrastructure
4 Objects and effects of acquisition
(including
but
not
limited
to,
disclosure of reasons for acquisition of
target entity, if its business is outside
the main line of business of the listed
entity)
2S is a solutions integrator of IT infrastructure, technologies, and
managed services and operates as an end-to-end technology
solutions provider, catering primarily to private-sector customers
across Global Enterprise, Enterprise, Mid-market, and Small and
Medium Business segments.
This acquisition aligns with the Company’s long-term strategy to
expand its presence in Latin America, strengthen its end-to-end
service portfolio, and accelerate growth in high-value managed
and recurringservices.

BLACK BOX LIMITED

~~Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India~~ BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272

5 Brief details of any governmental or
regulatory approvals required for the
acquisition
None
6 Indicative time period for completion
of the acquisition
By end of March 2026
7 Nature of consideration - whether
cash consideration or share swap and
details of the same
Cash consideration
8 Cost of acquisition or the price at
which the shares are acquired
Amount of around Rs. 275 Crores payable at closing subject to
working capital adjustments and additional deferred payments
including earn-outs linked to performance over the next two
years
9 Percentage of shareholding / control
acquired and / or number of shares
acquired
100% of equity stake in 2S, after closing
10 Brief background about the entity
acquired in terms of products/line of
business
acquired,
date
of
incorporation, history of last 3 years
turnover, country in which the
acquired entity has presence and any
other significant information (in brief)
Key Service Offerings include:

Enterprise Networks (LAN, WAN, SD-WAN, Wi-Fi 6/6E/7,
IoT, Industrial Solutions)

Datacenter
and
Cloud
Solutions
(Servers,
ACI,
Hyperconverged
Infrastructure,
Multi-Cloud,
AI
Solutions)

Cybersecurity and Network Protection (IT & OT Security,
Zero Trust, SASE, Firewalls, Endpoint and Data
Protection)

Digital Workplace & Collaboration (Webex, Teams,
Zoom, Contact Center and Calling Solutions)

Observability and Performance Management

Implementation, Integration, and Project Management
Services

Managed Services, Maintenance, Monitoring & NOC
(24x7 by opening a service ticket with 2S with 3 levels of
internal scaling)

IaaS and OPEX-based cloud offerings
Line of Business: Solution integrator of IT infrastructure,
technologies and managed srvices.
Year of Incorporation: 1992
History of Turnover (as per Brazil GAAP)
Year ended December 2022: ~ US$ 34 Million
Year ended December 2023: ~ US$ 50 Million
Year ended December 2024: ~ US$ 53 Million
Global Presence: Brazil

BLACK BOX LIMITED

~~Registered Office: 501, 5th Floor, Building No. 9, Airoli Knowledge Park, MIDC Industrial Area, Airoli, Navi Mumbai 400 708, India~~ BLACKBOX.COM | CIN: L32200MH1986PLC040652 | Tel: +91 22 6661 7272