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Cyient Limited — Capital/Financing Update 2022
Jun 6, 2022
60361_rns_2022-06-06_512e1d90-9efb-41cc-a250-1f8b7ad10062.pdf
Capital/Financing Update
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6 June 2022
The BSE Limited PJ Towers, 25[th ] Floor, Dalal Street Mumbai 400001. Scrip Code: 532175
The National Stock Exchange of India Ltd Exchange Plaza, Bandra-Kurla Complex, Bandra (E) Mumbai-400 051. Scrip Code: CYIENT
Dear Sir /Madam,
Subject: Acquisition – Press Release Ref: Regulation 30 of SEBI (LODR) Regulations, 2015
This is to inform that the company has signed a definitive agreement to acquire 100% stake in CELFINET - CONSULTORIA EM TELECOMUNICAÇÕES, S.A referred herein after as Celfinet through its wholly owned subsidiary Cyient Europe Limited.
Please find enclosed the press release and the information required under Regulation 30 of SEBI ( LODR) Regulations 2015.
This is for your information and records
Thanking you For Cyient Limited
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Ravi Kumar Nukala Dy. Company Secretary
Cyient Ltd. 4[th ] Floor, A Wing, 11 Software Units Layout, Madhapur Hyderabad -500 081 India
CIN: L72200TG1991PLC013134 www.cyient.com [email protected] T +91 40 6764 1000 F +91 40 2311 0352
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PRESS RELEASE
Cyient to Acquire Portugal-Based Celfinet to Strengthen its Wireless Communications Offerings
Hyderabad, June 6, 2022: Cyient, a leading consulting-led, industry-centric, global Technology Solutions company, today announced that it had signed definitive agreements to acquire Celfinet. An international Wireless Engineering Services company, Celfinet, is focused on providing end-to-end Network Planning and Performance Optimization services. Cyient will acquire the Portugal-based company for EURO 41 Million.
The reach and performance of ongoing 5G deployment and early steps towards 6G are developing to a point where they provide flawless infrastructure for pervasive and unified connectivity . With this acquisition, Cyient strengthens its Wireless Engineering practice to support Communication Service Providers (CSPs) and Enterprises in deploying their pervasive connectivity networks at scale. This will also enable Enterprises to build networks to harness the power of 5G and drive their own Digital Transformation journey. The addition will further strengthen Cyient's presence in Europe, where Celfinet has a strong footprint, and help scale Cyient's business across North America and Australia.
Commenting on the acquisition, Krishna Bodanapu, Managing Director and CEO, Cyient , said, "Cyient is helping CSPs engineer the networks of tomorrow by delivering solutions across Intelligent Infrastructure, Smart Operations, and Enterprise Network Transformation. Celfinet's deep expertise and long-standing customer relationships will further add to our capabilities as we strengthen our technology play in wireless networks for 5G rollouts. In addition, Portugal has a highly skilled engineering workforce, making it a strategic innovation hub for expanding our global delivery footprint."
Nuno Ribeiro and José Mata, Founder and Co-CEOs, Celfinet , declared, "We are very excited about this new journey we are starting with Cyient. Despite many approaches over the years, it was critical to wait for the right fit in a company to take over the business and unleash our potential. Cyient presented not only shared values but also an ambitious and innovative vision for the future, with Celfinet acting as the cornerstone investment to drive Cyient's Wireless Engineering forward."
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About Cyient
Cyient (Estd: 1991, NSE: CYIENT) is a leading consulting-led, industry-centric, global Technology Solutions company. We enable our customers to apply technology imaginatively across their value chain to solve problems that matter. We are committed to designing tomorrow together with our stakeholders and being a culturally inclusive, socially responsible, and environmentally sustainable organization.
For more information, please visit www.cyient.com Follow news about the company at @Cyient
About Celfinet
Headquartered in Lisbon, Portugal, Celfinet has successfully built an international business combining outstanding wireless engineering expertise and best in class network management solutions portfolio to improve network quality and wiresless customer experience whilst at the same time reducing capex and opex.
For more information, please visit www.celfinet.com
Rishiraj Barik I Soumya P Kiran Rajani Cyient Press Office – Genesis BCW Cyient PR Team +91 9739196200 I +91 8368543945 +91 9884139184 [email protected] I [email protected] [email protected]
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Following are the particulars of the Transaction, as required under Regulation 30 of SEBI (LODR) Regulations, 2015:
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S.No. Items for Disclosure Description
1. Brief background about the entity Cyient Europe Ltd, a wholly owned subsidiary of
acquired in terms of products/line of Cyient Limited entered into a definitive agreement to
business acquired, date of incorporation, acquire the 100% stake in Celfinet, Portugal.
history of last 3 years turnover, country in
which the acquired entity has presence Incorporated in 2003 and headquartered in Portugal,
and any other significant information (in Celfinet provides Engineering & Operations services
brief). for Wireless (macro and small cells) deployment. Has
deep expertise in wireless networks’ planning and
optimization.
CY19 - Revenue: EUR 15.0 Mn (EBIT 5.5%)
CY20 - Revenue: EUR 12.9 Mn (EBIT -0.5%)
CY21 - Revenue: EUR 17.1 Mn (EBIT 21.1%)
CY indicates Calendar Year
2. Percentage of shareholding / control 100%
acquired and / or number of shares
acquired;
3. Nature of consideration - whether cash Cash
consideration or share swap and details of
the same;
4. Cost of acquisition or the price at which Enterprise value of EUR 41 million. This translates to
the shares are acquired 12x of CY21 Adjusted EBIT
65% of the consideration paid upfront and remaining
35% as an earnout over two years subject to business
performance.
Transaction is accretive on EPS and EBIT margin from
Year 1.
5. Indicative time period for completion of On or before 20 [th] June 2022
the acquisition
6. Brief details of any governmental or Not applicable
regulatory approvals required for the
acquisition;
7. Objects and effects of acquisition Acquisition enables Cyient to strengthen its
(including but not limited to, disclosure of Wireless Engineering practice to support
reasons for acquisition of target entity, if Communication Service Providers (CSPs)
its business is outside the main line of This will also enable enterprises to build networks
business of the listed entity); to harness the power of 5G and drive their own
Digital Transformation journey.
The addition will further strengthen Cyient’s
presence in Europe, where Celfinet has a strong
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Cyient Ltd. 4[th ] Floor, A Wing, 11 Software CIN: L72200TG1991PLC013134 Units Layout, Madhapur www.cyient.com Hyderabad -500 081 [email protected] India T +91 40 6764 1000 F +91 40 2311 0352
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| footprint, and helps scale Cyient’s Wireless business across North America and Australia. |
||
|---|---|---|
| 8. | Industry to which the entity being acquired belongs; |
Wireless Communication industry |
| 9. | Whether the acquisition would fall within related party transactions 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"; |
No |
| 10. | Name of the target entity, details in brief such as size, turnover etc; |
CELFINET - CONSULTORIA EM TELECOMUNICAÇÕES, S.A CY21 Turnover – EUR 17.1 Mn Employee & Consultants strength - 277 |
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Cyient Ltd. 4[th ] Floor, A Wing, 11 Software CIN: L72200TG1991PLC013134 Units Layout, Madhapur www.cyient.com Hyderabad -500 081 [email protected] India T +91 40 6764 1000 F +91 40 2311 0352