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HCL Technologies Ltd — Capital/Financing Update 2021
Dec 30, 2021
62415_rns_2021-12-30_dfedb250-52aa-43fc-afcb-c58c5e795554.pdf
Capital/Financing Update
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December 30, 2021
The General Manager The Manager BSE Limited National Stock Exchange of India Limited Corporate Relationship Department Listing Department Phiroze Jeejeebhoy Towers Exchange Plaza Dalal Street 5th Floor, Plot No. C-1, Block-G Mumbai- 400 001 Bandra-Kurla Complex, Bandra(E) Mumbai-400 051 BSE Scrip Code: 532281 NSE Scrip Code: HCLTECH
Sub: Disclosure in terms of Regulation 30(4) of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015
Dear Sir/ Madam,
HCL America Inc., a wholly owned step-down subsidiary of the Company has acquired the balance 19.6% stake in HCL Technologies SEP Holdings Inc., the sole parent entity of the operating company, Actian Corporation.
The necessary disclosure in terms of the Regulation 30(4) of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 is enclosed.
This is for your information and records.
Thanking you,
Yours faithfully,
For HCL Technologies Limited
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Manish Anand Company Secretary
Encl: a/a
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- Details of acquisition as required under SEBI Regulations
| 1 | Name of the target entity, details in brief such as size, turnover etc.; |
▪HCL Technologies SEP Holdings, Inc., the sole parent entity of the operating company, Actian Corporation ▪Employees 300+ ▪Headquartered in California, USA ▪Software product company in hybrid data management space ▪HCL already owns 80.4% stake in the company and is buying out the minority partner who holds the balance 19.6% stake in the company. ▪This buy out of remaining stake is as per JV agreement with the JV partner. |
|---|---|---|
| 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”; |
▪No |
| 3 | Industry to which the entity being acquired belongs; |
▪Data Management, Integration and Analytics Products |
| 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); |
▪The acquisition of balance 19.6% stake in the company is part of HCL’s Mode 3 strategy to augment its capabilities in the data management products and platforms. ▪This would help HCL in increasing its presence in a high margin, recurring revenue IP business in data analytics, integration and management products. ▪This would enable HCL to further reach our global enterprises and harness the value of hybrid data by a combined proposition of HCL’s Mode 2 offerings like Digital Engineering, Cloud Native, Digital and Analytics and IoT Works with Actian’s products |
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| 5 | Brief details of any Governmental or regulatory approvals required for the acquisition; |
▪None |
|---|---|---|
| 6 | Indicative time period for completion of the acquisition; |
▪Closed on December 29, 2021 |
| 7 | Nature of consideration - whether cash consideration or share swap and details of the same; |
▪All cash |
| 8 | Cost of acquisition or the price at which the shares are acquired; |
▪$100.2M (US Dollar One Hundred Million and Two Hundred Thousand) for the remaining 19.6% ownership of HCL Technologies SEP Holdings, Inc. |
| 9 | Percentage of shareholding / control acquired and / or number of shares acquired; |
▪HCL will own 100% of HCL Technologies SEP Holdings, Inc., after the closing of this transaction |
| 10 | Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years’ turnover, country in which the acquired entity has presence and any other significant information (in brief); |
▪HCL Technologies SEP Holdings, Inc., is the holding company ▪Actian Corporation is a hybrid data management company, headquartered out of California,US. ▪Incorporated in 2005, Actian has grown to an end to end data lifecycle product company through a series of acquisitons in data management integration and analytics space. ▪It owns market-leading products like_Vector_, the world’s fastest columnar database;DataConnect, a_hybrid cloud data integration platform;_Avalanche, a high-speed analytics platform; and_Actian Zen,_ _an e_mbedded database for IoT, amongst others in addition to market leaders like Ingres / ActianX in Hybrid Relational Database Management space ▪Last three-year revenue: o$ 109.4 ( CY2018)o$ 112.7M (CY2019)o$ 119.0M (CY 2020) |
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| ▪ | This purchase of | balance stake will |
|---|---|---|
| not result in |
any incremental |
|
| Revenues or Operating Income in | ||
| the consolidated | financials as the | |
| target company | is already being | |
| 100% consolidated. |
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