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Hexaware Technologies Ltd. Capital/Financing Update 2025

Nov 6, 2025

35685_rns_2025-11-06_f443d41e-ad0d-433b-a378-d71dc86fa9a1.pdf

Capital/Financing Update

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HEXT/SE/2025/120

Date: November 06, 2025

To, The Manager The General Manager Lis�ng Department Department of Corporate Services Na�onal Stock Exchange of India Limited BSE Limited Exchange Plaza, Bandra-Kurla Complex, Phiroze Jeejeebhoy Towers, Bandra (East), Mumbai - 400 051 Dalal Street, Mumbai - 400 001 Symbol: HEXT Scrip Code:544362

Dear Sir/ Madam,

Subject: Outcome of the Board Mee�ng held on Thursday, November 06, 2025 alongwith required disclosures under Regula�on 30 of SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015

Ref: Our earlier in�ma�on under reference no. HEXT/SE/2025/115 dated October 24, 2025. (‘In�ma�ons’)

We wish to inform that, the Board of Directors of Hexaware Technologies Limited (“the Company”) at its mee�ng held on Thursday, November 06, 2025, have approved the following:

Financial Results:

30, 2025. A copy of the Audited Financial Results of the Company, along with a copy of the Auditors’ Report and Press Release on Q3 Financials are enclosed as Annexure A.

Acquisi�on:

The Board of Directors have considered and approved the proposal for acquisi�on of 100% stake in Cybersolve (I) Private Limited from Iden�ty And Access Solu�ons LLC, subject to such terms and condi�ons as may be mutually agreed between the par�es. In this regard, the Company has executed a share purchase agreement inter alia with Iden�ty And Access Solu�ons LLC (" IAAS ") on November 06, 2025 (“ SPA ”) (“ Proposed Transac�on ”).

In connec�on with the Proposed Transac�on, we further wish to inform you that simultaneous with the execu�on of the SPA,

  • (a) Hexaware Technologies, Inc (“ HT Inc ”), a wholly-owned subsidiary of the Company, shall acquire 100% stake in (i) IAAS from IAAS Holdings LLC (" IAAS Holdings ") and (ii) IT Gli�erz LLC from IT Gli�erz Holdings LLC (" IT Gli�erz Holdings "), subject to the Global SPA and such terms and condi�ons as may be mutually agreed between the par�es; and

HEXAWARE TECHNOLOGIES LIMITED

Regd. Office: 8th Floor, 13th Level,Q1, Loma Co-Developers1 Private Limited, Plot No.Gen-4/1,TTC Industrial Area, Ghansoli, Navi Mumbai-400710, Maharashtra, India | Tel: +91 022 3326 8585 | Email: [email protected] CIN: L72900MH1992PLC069662 | URL: www.hexaware.com

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  • (b) Hexaware Technologies Canada Ltd. (" Hexaware Canada ") a wholly-owned subsidiary of the Company shall acquire a 100% stake in Iden�ty and Access Solu�ons Canada, Inc. from Anushree Agarwal and Neha Agarwal, subject to the Global SPA and such terms and condi�ons as may be mutually agreed between the par�es.

The details/disclosures, as required under Regula�on 30 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 read with the SEBI Circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated November 11, 2024 and Press Release on the same are enclosed as Annexure B

Merger of Subsidiaries:

The Board of Directors of the company in order to simplify the group structure have given in principle approval for Merger of the wholly owned subsidiaries and wholly owned step-down subsidiaries of Hexaware Technologies Limited (“Company”) in the following manner:

In India : Merger of wholly owned subsidiaries of the Company, viz., Mobiquity So�ech Private Limited and So�crylic Technology Solu�ons India Private Limited with and into the Company.

In US : Merger of Mobiquity Velocity Solu�ons Inc, Mobiquity Inc (both being wholly owned step-down subsidiaries of the company) and So�crylic LLC (wholly owned subsidiary of the company) with and into Hexaware Technologies Inc (wholly owned subsidiary of the Company).

In Netherlands : Merger of wholly owned step-down subsidiaries, Mobiquity Coöpera�ef U.A. and Mobiquity Consul�ng BV with and into Mobiquity BV.

The merger plan is subject to board approval of scheme of arrangement, various regulatory approvals and other administra�ve formali�es.

The mee�ng of the Board of Directors commenced at 07:12 p.m. IST and concluded at 8:18 p.m. IST.

Kindly take this communica�on on record.

Yours faithfully,

For Hexaware Technologies Limited

GUNJAN Digitally signed by GUNJAN SUMIT SUMIT METHI Date: 2025.11.06 METHI 23:04:56 +05'30'

Gunjan Methi

HEXAWARE TECHNOLOGIES LIMITED

Regd. Office: 8th Floor, 13th Level,Q1, Loma Co-Developers1 Private Limited, Plot No.Gen-4/1,TTC Industrial Area, Ghansoli, Navi Mumbai-400710, Maharashtra, India | Tel: +91 022 3326 8585 | Email: [email protected] CIN: L72900MH1992PLC069662 | URL: www.hexaware.com

Annexure-B

The details as required pursuant to Regula�on 30 of the SEBI Lis�ng Regula�ons, read with SEBI Master Circular dated November 11, 2024, bearing reference no. SEBI/HO/CFD/PoD2/CIR/P/0155

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----- Start of picture text ----- Sr. Par�culars DetailsNo1. Name of the Target En�ty, details in Name: CyberSolve (I) Private Limited, Incorporated on April 15,brief such as size, turnover etc. 2019 (“Target 1”), Iden�ty And Access Solu�ons LLC, Incorporatedon February 15, 2016 ("IAAS") (“Target 2”), IT Gli�erz LLC,Incorporated on September 13, 2004 (“Target 3”), Iden�ty andAccess Solu�ons Canada, Inc, Incorporated on July 08,2021(“Target 4”) (together “Target Companies”)Group Turnover: The turnover of the Target Companies for thecalendar year ending 31 December 2024 is $25.8 million (INRequivalent 2161 million)*at exchange rate of USD 1 = INR 83.772. Whether the acquisi�on would fall No, the proposed transac�on would not fall within related partywithin related party transac�on(s) transac�ons.and whether the promoter/ promotergroup/ group companies have any Also, no promoter/ promoter group/ group companies ofinterest in the en�ty being acquired? Hexaware have any interest in the Target Companies.If yes, nature of interest and detailsthereof and whether the same is doneat “arms length”3. Industry to which the en�ty being Target Companies operate in the IT / ITes industry.acquired belongs4. Objects and impact of acquisi�onTarget Companies have strong creden�als in the fast-expanding(including but not limited to,Iden�ty and Access Management (IAM) market. Their capability indisclosure of reasons for acquisi�on ofthe IAM space with differen�ated accelerators is expected to acttarget en�ty, if its business is outsideas a catalyst for Hexaware and is expected to posi�on Hexaware asthe main line of business of the listeda full-spectrum cybersecurity partner.en�ty)5. Brief details of any governmental or The proposed acquisi�on does not require any governmental orregulatory approvals required for the regulatory approvals.acquisi�on.6. Indica�ve �me period for comple�on The proposed acquisi�on is expected to be completed byof the acquisi�on November 13, 2025.7. Considera�on - whether cash Cash Considera�on.considera�on or share swap or anyother form and details of the same----- End of picture text -----

8. Cost of acquisi�on and/or the price atwhich the shares are acquired 8. Cost of acquisi�on and/or the price atwhich the shares are acquired The transac�on involves acquisi�on of 100% stake in each of theTarget Companies for an es�mated total considera�on of $66Million (INR 5,852 Million), comprising an upfront considera�on of$34.5 Million (INR 3059 Million).Addi�onally, $31.5 Million is payable linked to fnancialperformance for the fnancial years ending 31 March 2026(“FY26”), 31 March 2027 (“FY27”) and 31 March 2028 (“FY28”).*Foreign exchange rate of 88.67 per USD used for USD to INRconversion. The transac�on involves acquisi�on of 100% stake in each of theTarget Companies for an es�mated total considera�on of $66Million (INR 5,852 Million), comprising an upfront considera�on of$34.5 Million (INR 3059 Million).Addi�onally, $31.5 Million is payable linked to fnancialperformance for the fnancial years ending 31 March 2026(“FY26”), 31 March 2027 (“FY27”) and 31 March 2028 (“FY28”).*Foreign exchange rate of 88.67 per USD used for USD to INRconversion. The transac�on involves acquisi�on of 100% stake in each of theTarget Companies for an es�mated total considera�on of $66Million (INR 5,852 Million), comprising an upfront considera�on of$34.5 Million (INR 3059 Million).Addi�onally, $31.5 Million is payable linked to fnancialperformance for the fnancial years ending 31 March 2026(“FY26”), 31 March 2027 (“FY27”) and 31 March 2028 (“FY28”).*Foreign exchange rate of 88.67 per USD used for USD to INRconversion. The transac�on involves acquisi�on of 100% stake in each of theTarget Companies for an es�mated total considera�on of $66Million (INR 5,852 Million), comprising an upfront considera�on of$34.5 Million (INR 3059 Million).Addi�onally, $31.5 Million is payable linked to fnancialperformance for the fnancial years ending 31 March 2026(“FY26”), 31 March 2027 (“FY27”) and 31 March 2028 (“FY28”).*Foreign exchange rate of 88.67 per USD used for USD to INRconversion. The transac�on involves acquisi�on of 100% stake in each of theTarget Companies for an es�mated total considera�on of $66Million (INR 5,852 Million), comprising an upfront considera�on of$34.5 Million (INR 3059 Million).Addi�onally, $31.5 Million is payable linked to fnancialperformance for the fnancial years ending 31 March 2026(“FY26”), 31 March 2027 (“FY27”) and 31 March 2028 (“FY28”).*Foreign exchange rate of 88.67 per USD used for USD to INRconversion.
9. Percentage of shareholding/ controlacquired and / or number of sharesacquired 100% in the Target Companies
10 Brief background about the entityacquired in terms of products/ line ofbusinessacquired,dateofincorporation, history of last 3 yearsturnover, country in which theacquired entity has presence and anyother significant information (in brief) Target Companies were incorporated on the date of incorporationprovided in the aforesaid point no.1.They provide services in theIdentity and Access management (IAM) space with presence in US,Canada and India. Turnover of the Target Companies (unaudited)is as follows:CY’22CY’23CY’249 MonthCY’25USD Million24.823.025.818.5INR Million1,9551,9002,1611,603Exchange rate78.8282.6183.7786.67
CY’22 CY’23 CY’24 9 MonthCY’25
USD Million 24.8 23.0 25.8 18.5
INR Million 1,955 1,900 2,161 1,603
Exchange rate 78.82 82.61 83.77 86.67