ITC Ltd — Capital/Financing Update 2024

Apr 18, 2024

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ITC Limited Virginia House 37 J. L. Nehru Road Kolkata 700 071, India Tel. : 91 33 2288 9371 Fax : 91 33 2288 4016 / 1256 / 2259 / 2260

18[th] April, 2024

The Manager The General Manager The Secretary Listing Department Dept. of Corporate Services The Calcutta Stock National Stock Exchange of BSE Ltd. Exchange Ltd. India Ltd. P. J. Towers 7, Lyons Range Exchange Plaza Dalal Street Kolkata 700 001 Plot No. C-1, G Block Mumbai 400 001 Bandra-Kurla Complex Bandra (East) Mumbai 400 051

Dear Sirs,

Entering into Share Purchase Agreement for acquisition of Shares of Blazeclan Technologies Private Limited

We write to advise, pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), that ITC Infotech India Limited, a wholly owned subsidiary, has advised us that they have entered into a Share Purchase Agreement today at 1.45 p.m. for acquisition of 100% of the share capital of Blazeclan Technologies Private Limited.

Summarised details of the aforesaid acquisition, as required under Regulation 30 of the Listing Regulations read with the SEBI Circular dated 13[th] July, 2023, are given in the Enclosure .

Yours faithfully, ITC Limited

RAJENDRA Digitally signed by RAJENDRA KUMAR KUMAR SINGHI Date: 2024.04.18 SINGHI 15:28:42 +05'30' (R. K. Singhi) Executive Vice President & Company Secretary

Enclosed: a/a

FMCG ⚫ HOTELS ⚫ PAPERBOARDS & PACKAGING ⚫ AGRI-BUSINESS ⚫ INFORMATION TECHNOLOGY Visit us at www.itcportal.com ⚫ Corporate Identity Number : L16005WB1910PLC001985 ⚫ e-mail : enduringvalue@itc.in

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cc: Securities Exchange Commission Division of Corporate Finance Office of International Corporate Finance Mail Stop 3-9 450 Fifth Street Washington DC 20549 U.S.A. cc: Societe de la Bourse de Luxembourg 35A Boulevard Joseph II L-1840 Luxembourg

Enclosure

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Sl. No.	Particulars	Disclosures
1.	Name of the target entity	Blazeclan Technologies Private Limited (Blazeclan).
2.	Whether the acquisition would fall within related party transaction(s)? 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. The Company does not have any promoter / promoter group. The group companies of the Company do not have any interest in the proposed acquisition.
3.	Industry to which the entity being acquired belongs	Information Technology & Information Technology Enabled Services (IT/ITES).
4.	Objects and impact 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)	Blazeclan is a born-in-the-cloud consulting company providing cloud services on AWS, Azure and GCP, and has been recognized as a Niche Player in the 2023 Gartner® Magic Quadrant for Public Cloud IT Transformation Services. This acquisition is expected to augment ITC Infotech’s capabilities to service its customers in a multi-cloud and hybrid cloud environment with focus on the Partner eco-system to accelerate future growth. The acquisition is expected to strengthen ITC Infotech’s commitment to helping clients navigate their digital transformation journey and deliver business outcomes built on the foundation of strong Cloud capabilities.
5.	Brief details of any governmental or regulatory approvals required for the acquisition	None.
6.	Indicative time period for completion of the acquisition	It is expected that the proposed acquisition will be completed in 6 to 8 weeks, subject to completion of the customary closing conditions.
7.	Consideration - whether cash consideration or share swap or any other form and details of the same	Cash.
8.	Cost of acquisition and / or the price at which the shares are acquired	Total consideration - up to INR 485 crores, including contingent consideration which is subject to achievement of prescribed targets.

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Sl. No.	Particulars		Disclosures	Disclosures	Disclosures
9.	Percentage of shareholding_/_control acquired and_/_or number of shares acquired		100% of the share capital of Blazeclan is proposed to be acquired by ITC Infotech India Limited, a wholly owned subsidiary of the Company.
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)		Blazeclan is an AWS Premier Partner, Snowflake Elite Partner and a leader in providing Cloud transformation solutions to customers globally. Blazeclan has strong expertise in Cloud Migration, Digital Services, Digital Cloud Consulting and Data Analytics & Insights. Other details are as follows: Products_/_line of business of the target entity Cloud services including Cloud Migration, Digital Services, Digital Cloud Consulting and Data Analytics & Insights and license resale Date of incorporation 25thMay, 2010 Last 3 years’ turnover 2022-23 INR 249.50 crores 2021-22 INR 192.50 crores 2020-21 INR 139.80 crores Country of operations India, Singapore, Australia, Malaysia, Philippines, New Zealand, Belgium, USA and Canada
			Products_/_line of business of the target entity	Cloud services including Cloud Migration, Digital Services, Digital Cloud Consulting and Data Analytics & Insights and license resale
			Date of incorporation	25thMay, 2010
			Last 3 years’ turnover	2022-23	INR 249.50 crores
				2021-22	INR 192.50 crores
				2020-21	INR 139.80 crores
			Country of operations	India, Singapore, Australia, Malaysia, Philippines, New Zealand, Belgium, USA and Canada