Cyient Limited — Capital/Financing Update 2021

Dec 31, 2021

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31 December 2021

The BSE Limited The National Stock Exchange of India Ltd PJ Towers, 25[th ] Floor, Exchange Plaza, Dalal Street Bandra-Kurla Complex, Bandra (E) Mumbai 400001. Mumbai-400 051. Scrip Code: 532175 Scrip Code: CYIENT

Dear Sir/ Madam,

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

This is to inform that the company has signed definitive agreement with Innovation Communications Systems Limited (ICS) --

1. To hive off the Software Design Radio (SDR) division of the Company to Innovation Communications Systems Limited (ICS). Following are the particulars of the Transaction, as required under Regulation 30 of SEBI (LODR) Regulations, 2015:

	S.No.	Items for Disclosure	Description
	1.	The amount and percentage of the turnover orrevenue or income and net worth contributed bysuch unit or division of the listed entity duringthe last financialyear;	Nil
	2.	Date on which the agreement for sale has beenentered into;	31st Dec 2021
	3.	Theexpecteddateofcompletionofsale/disposal;	Within 15 days from date of signing.
	4.	Consideration received from such sale/disposal;	23,42,869 (twenty three lakhs forty twothousand eight hundred and sixty nine) equityshares of par value INR 2 (Indian Rupees Twoonly) and at a premium of INR 378.57 (IndianRupees Three Hundred and Seventy Eight andFifty Seven Paisa only) each in ICS.
	5.	Brief details of buyers and whether any of thebuyers belong to the promoter/ promotergroup/groupcompanies. Ifyes,details thereof;	None of the buyers belong to the promoter/promoter group or group companies.
	6.	Whether the transaction would fall withinrelated party transactions? If yes, whether thesame is done at “arms length”;	No. This is not a related party transaction.
	7.	In case of a slump sale, indicative disclosuresprovided for amalgamation/merger, shall bedisclosed by the listed entity with respect tosuch slump sale.	The transfer is being undertaken through abusiness transfer agreement between theCompany and ICS. Since, there is no underlyingamalgamation or merger in the transaction,this disclosure is not applicable.
		Cyient Ltd. 4thFloor, A Wing, 11 SoftwareUnits Layout, MadhapurHyderabad -500 081India

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1. To acquire 15% stake in the paid up share capital of ICS (on a fully diluted basis)

Following are the particulars of the Transaction, as required under Regulation 30 of SEBI (LODR) Regulations, 2015:

S.No.	Items for Disclosure	Description
1.	Brief background about the entity acquired interms of products/line of business acquired, dateof incorporation, history of last 3 years turnover,country in which the acquired entity haspresence and any other significant information(in brief).	Innovation Communication Systems Ltd is atechnology-driven organization with a strongfocus on communication productdevelopment and software services.Established in year 1988, ICS started itsjourney under the commendable leadership ofa group of technocrats. Company is based outof Hyderabad, India.Turnover in FY19 – Rs.0.86 CroresTurnover in FY20 – Rs.8.04 CroresTurnover in FY21 – Rs.14.21 Crores
2.	Percentage of shareholding / control acquiredand / or number of shares acquired;	23,42,869 (twenty three lakhs forty twothousand eight hundred and sixty nine) equityshares which amounts to 15% shareholding ofICS.
3.	Nature of consideration -whether cashconsideration or share swap and details of thesame;	Equity Shares against business transfer andinvestment.
4.	Cost of acquisition or the price at which theshares are acquired	23,42,869 (twenty three lakhs forty twothousand eight hundred and sixty nine) equityshares of par value INR 2 (Indian Rupees Twoonly) at a premium of INR 378.57 (IndianRupees Three Hundred and Seventy Eight andFifty Seven Paisa only) each in ICS.
5.	Indicative time period for completion of theacquisition	15 days from date of signing
6.	Brief details of any governmental or regulatoryapprovals required for the acquisition;	No government or regulatory approvals arerequired for this acquition.
7.	Objects and effects of acquisition (including butnot limited to, disclosure of reasons foracquisition of target entity, if its business isoutside the main line of business of the listedentity);	Cyient would like to Partner with ICS since theyare focused on building products andsolutions in communications technology. Thecore team in ICS has extensive experience andhasbeenworkinginCommunicationstechnologyfor severalyears.
	Cyient Ltd. 4thFloor, A Wing, 11 SoftwareUnits Layout, MadhapurHyderabad -500 081India	CIN: L72200TG1991PLC013134 www.cyient.com Company.secretary@cyient.comT +91 40 6764 1000F +91 40 2311 0352

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8.	Industry to which the entity being acquiredbelongs;	Communication Systems and Products
9.	Whether the acquisition would fall within relatedparty transactions and whether the promoter/promoter group/ group companies have anyinterest in the entity being acquired? If yes,nature of interest and details thereof andwhether the same is done at "arm's length";	The acquisition is not with a related party. Thepromoter/ promoter group/group companiesdo not have any interest in the entity whoseshares are being acquired.
10.	Name of the target entity, details in brief such assize, turnover etc;	Briefontargetentity:InnovationCommunication Systems Ltd (“ICS”)ICS offers a range of communication productssuch as SDR, LCR, Custom Radio, High CapacityRadio Relay, Custom Backbone Network,Satcom, Radars & Microwave and services inAutomotive electronics, IoT based smartdevices, Railways communication and signalingTurnover showcased in Point No.1

Thanking you For Cyient Limited Ravi Kumar Nukala Dy. Company Secretary

Cyient Ltd. 4[th ] Floor, A Wing, 11 Software CIN: L72200TG1991PLC013134 Units Layout, Madhapur www.cyient.com Hyderabad -500 081 Company.secretary@cyient.com India T +91 40 6764 1000 F +91 40 2311 0352