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Firstsource Solutions Ltd. Capital/Financing Update 2021

Jul 30, 2021

61977_rns_2021-07-30_ce7f991d-1933-43cb-bb2b-0c43a4484e6b.pdf

Capital/Financing Update

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30[th] �July�2021�

To:�

National�Stock�Exchange�of�India�Limited�(Scrip� Code:�FSL)�� Exchange�Plaza,�� Plot�no.�C/1,�G�Block,� Bandra�Kurla�Complex� Bandra�(East),� Mumbai���400�051�

BSE�Limited�(Scrip�Code:�532809)�� Phiroze�Jeejeebhoy�Towers,� Dalal�Street,� Mumbai���400�001�

Dear�Madam/�Sir,�

Sub:�Intimation�under�Regulation�30�of�the�SEBI�(Listing�Obligation�and�Disclosure�Requirements)�Regulations,� 2015�

Pursuant�to�Regulation�30�of�the�SEBI�(Listing�Obligation�and�Disclosure�Requirements)�Regulations,�2015,�we�wish� to�inform�that�Firstsource�Group�USA�Inc.�(“ FGUSA ”),�a�subsidiary�of�the�Company�has�entered�into�an�option� purchase�agreement�whereby�FGUSA�has�purchased�the�Counterparty’s�option�to�purchase�shares�in�Sourcepoint,� Inc.�(“ Sourcepoint ”),�a�subsidiary�of�FGUSA�in�exchange�for�a�fixed�consideration�of�USD�23�Mn�(on�a�deferred� payment�basis)�and�a�contingent�consideration�of�up�to�USD�11.25�Mn�based�on�additional�revenues�realised�by� Sourcepoint�through�the�Counterparty.�

The�details�required�under�Regulation�30�of�the�SEBI�(Listing�Obligation�and�Disclosure�Requirements)�Regulations,� 2015�read�with�SEBI�Circular�No.�CIR/CFD/CMD/4/2015�dated�9[th] �September�2015�is�enclosed�as� Annexure�I .�

We�request�you�to�take�the�above�on�record.�

Thanking�you,�

For� Firstsource�Solutions�Limited�

Digitally signed by POOJA POOJA SURESH SURESH NAMBIAR NAMBIAR Date: 2021.07.30 10:35:43 +05'30' Pooja�Nambiar� Company�Secretary�&�Compliance�Officer�

Encl.:� A/a�

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Annexure I

Disclosure under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 :‐

Name of the target entity, details in brief such as size, turnover etc.;

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”; Industry to which the entity being acquired belongs. 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)

Sourcepoint, Inc

This is not a related party transaction.

Firstsource Group USA Inc (a subsidiary of Firstsource Solutions Ltd, India) owns 100% of Sourcepoint, Inc

Business Process Management services to the mortgage industry Firstsource Group USA Inc, has entered into an option purchase agreement whereby it has purchased the Counterparty’s option to purchase shares in Sourcepoint, Inc.

Name of the target entity, details in brief such as
size, turnover etc.;
Sourcepoint, Inc
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”;
This is not a related party transaction.
Firstsource Group USA Inc (a subsidiary of Firstsource
Solutions Ltd, India) owns 100% of Sourcepoint, Inc
Industry to which the entity being acquired
belongs.
Business Process Management services to the mortgage
industry
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)
Firstsource Group USA Inc, has entered into an option
purchase agreement whereby it has purchased the
Counterparty’s option to purchase shares in Sourcepoint,
Inc.
Brief details of any governmental or regulatory
approvals required for the acquisition.
Not applicable.
Indicative time‐period for completion of the
acquisition;
Acquisition is completed but consideration is payable on a
deferred basis.
Nature
of
consideration
‐whether
cash
consideration or share swap and details of the
same;
Cash, USD 23 Mn (on a deferred payment basis) and a
contingent consideration of up to USD 11.25 Mn based on
additional revenues realised by Sourcepoint, Inc. through
the Counterparty.
Cost of acquisition or the price at which the
shares are acquired
Up to USD 34.25 Mn (including contingent consideration)
Percentage of shareholding / control acquired
and / or number of shares acquired;
Option to purchase 110 equity shares in Sourcepoint by way
of fresh issuance, equivalent to 15% of the current equity
outstandingof Sourcepoint.
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);
Sourcepoint is a leading business process solutions provider
to the Mortgage industry in the US. The offerings include
Mortgage fulfilment services, Mortgage Services and Default
solutions, Title and Closing services.
Sourcepoint was incorporated on 19thApril 1999 and has
presence in the US.
FY21 Revenues‐ USD 202.62 Mn
FY20 Revenues‐ USD 92.67 Mn
FY19 Revenues‐ USD 47.61 Mn

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