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KPIT Technologies Ltd — Capital/Financing Update 2024
Jun 29, 2024
59234_rns_2024-06-29_6e9f684a-d0e7-40cb-92bb-45a82ce01da7.pdf
Capital/Financing Update
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June 29, 2024
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001.
National Stock Exchange of India Ltd., Exchange Plaza, C/1, G Block, Bandra - Kurla Complex, Bandra (E), Mumbai – 400051.
Scrip ID: KPITTECH Scrip Code: 542651
Symbol: KPITTECH Series: EQ
Kind Attn: The Manager, Department of Corporate Services
Kind Attn: The Manager, Listing Department
Dear Sir / Madam,
Subject: - Disclosure of events & information pursuant to Regulation 30 SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”) - Update on Joint Venture Investment Agreement with ZF Friedrichshafen AG (“ZF”).
This is with reference to our earlier intimation dated April 26, 2023, regarding approval of the Board of Directors of the Company for the Joint Venture Investment Agreement (“JV Agreement”) between KPIT Technologies Limited (“KPIT”) and ZF Friedrichshafen AG to invest into a currently 100% KPIT subsidiary, Qorix GmbH an independent company focused on the creation of worldclass automotive middleware stack. Further on May 15, 2024, we had informed about Incorporation of the wholly owned step-down subsidiary named “QORIX INDIA PRIVATE LIMITED” (Qorix India) by Qorix GmbH post-merger control approvals.
Further on June 5, 2024, we had informed about KPIT’s infusion towards the equity contribution and transferred relevant Intellectual Property Rights (IP’s) to Qorix GmbH as per applicable regulatory norms.
Now we wish to inform you that, as per the terms of the said JV Agreement, ZF Friedrichshafen AG (“ZF”) has infused Euro 1.35 million towards capital contribution. Post infusion, Qorix GmbH is a Joint Venture Company of KPIT & ZF having 50:50 ownership. ZF will further contribute Euro 13.65 million towards share premium & assign its relevant IP in due course of time.
The details of disclosure pursuant to Para A of Part A of Schedule III of the SEBI Listing Regulations read with SEBI Circular dated July 13, 2023, is enclosed herewith as “AnnexureA”.
Kindly take the same on your records.
Thanking you.
Yours faithfully,
For KPIT Technologies Limited
DESHPANDE NIDA Digitally signed by DESHPANDE NIDA YUNUS YUNUS Date: 2024.06.29 13:37:22 +05'30' Nida Deshpande Company Secretary & Compliance Officer
KPIT Technologies Limited O +91 20 6770 6000 Registered & Corporate Office: Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, E [email protected] Phase-III, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. W kpit.com CIN: L74999PN2018PLC174192
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Annexure A
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----- Start of picture text ----- Sr. Particulars DetailsNo.1 Name of the target entity, details in Qorix GmbHbrief such as size, turnover etc. [A Joint Venture Company of KPIT & ZF having50:50 ownership].2 Whether the acquisition would fall As per the terms of the said JV Agreement, ZFwithin related party transaction(s) and has infused Euro 1.35 million towards equitywhether the promoter/ promoter group/ capital contribution in Qorix GmbH.group companies have any interest inthe entity being acquired? If yes, nature The Promoter/ Promoter Groups/ Groupof interest and details thereof and Companies of the KPIT does not have anywhether the same is done at “arm’s interest in Qorix GmbH.length”None of the KPIT Directors have any interest inQorix GmbH.This is not a Related Party Transaction for KPIT.3 Industry to which the entity being Automotive Middleware products andacquired belongs solutions4 Objects and effects of acquisition To promote, develop and distribute open and(including but not limited to, disclosure scalable middleware products/ platform forof reasons for acquisition of target the mobility ecosystem.entity, if its business is outside the mainline of business of the listed entity)5 Brief details of any governmental or Not Applicableregulatory approvals required for theacquisition6 Indicative time period for completion of Not Applicablethe acquisition7 Consideration - whether cash ZF Equity Investment in QORIX GmbH by way ofconsideration or share swap or any Cash contribution amounting to Euro 1.35other form and details of the same million. ZF will further invest Euro 13.65 milliontowards share premium and contribute itsrelevant IP to Qorix GmbH.8 Cost of acquisition and/or the price at Not Applicablewhich the shares are acquired9 Percentage of shareholding / control Qorix GmbH is a Joint Venture Company ofacquired and / or number of shares KPIT & ZF having 50:50 ownership.acquiredThe Commercial registry certificate receivedby KPIT on June 28, 202410 Brief background about the entity Brief Background.acquired in terms of products/line ofbusiness acquired, date of Qorix GmbH is an independent companyincorporation, history of last 3 years focused on the creation of a world-classturnover, country in which the acquired automotive middleware stack.entity has presence and any othersignificant information (in brief). Date of Incorporation : June 12, 2023.Turnover for last 3 years: Not Applicable.----- End of picture text -----
O +91 20 6770 6000 E [email protected] W kpit.com
KPIT Technologies Limited Registered & Corporate Office: Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, Phase-III, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192