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KPIT Technologies Ltd — Regulatory Filings 2021
Sep 22, 2021
59234_rns_2021-09-22_8dead6b1-35d6-4296-9886-4fbe5ce6727d.pdf
Regulatory Filings
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September 22, 2021
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001.
Scrip ID: KPITTECH Scrip Code: 542651 Kind Attn: The Manager, Department of Corporate Services
National Stock Exchange of India Ltd., Exchange Plaza, C/1, G Block, Bandra - Kurla Complex, Bandra (E), Mumbai – 400051.
Symbol: KPITTECH Series: EQ
Kind Attn: The Manager, Listing Department
Subject: - Disclosure of events & information pursuant to Regulation 30 - Acquisition of 25% shareholding in Future Mobility Solutions GmbH .
Dear Sir / Madam,
We wish to inform you that, in accordance with Regulation 30 read with Part A of Schedule III of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ("SEBI Regulations") Board of Directors of the Company, at its meeting has approved the acquisition of initial 25% shareholding in Future Mobility Solutions GmbH (‘FMS’). Over a period of three years, KPIT will acquire the balance shareholding. Majority shareholding is expected to be acquired in the last quarter of the Financial Year 2022-23.
The details as required under SEBI Regulations, read with SEBI Circular dated September 9, 2015 are given in Annexure A to this letter.
Kindly take the same on your records.
Thanking you.
Yours faithfully,
For KPIT Technologies Limited
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Nida Deshpande Company Secretary & Compliance Officer
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
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Annexure A
| Sr. No. |
Details | Response |
|---|---|---|
| a. | Name of the target entity, details in brief such as size, turnover etc. |
Future Mobility Solutions GmbH (“FMS”) Turnover – € 4.30 million for the year ended December 31, 2020. Expected Turnover CY21 – € 5.4 million |
| b. | 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 “arms length” |
The acquisition is not with related party and Promoter/ Promoter Groups/ Group Companies do not have any interest. None of the KPIT directors have any interest in FMS. |
| c. | Industry to which the entity being acquired belongs |
Embedded Software Solutions for the Mobility Industry. |
| d. | 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) |
FMS will add certain unique proprietary offerings in the autonomous driving domain. The partnership will improve KPIT access to one strategic client with new offerings and strengthen KPIT market presence in Germany. |
| e. | Brief details of any governmental or regulatory approvals required for the acquisition |
--N.A.-- |
| f. | Indicative time period for completion of the acquisition |
First tranche (25%) in September 2021. 100% acquisition expected bylastquarter of FY23-24. |
| g. | Nature of consideration - whether cash consideration or share swap and details of the same |
100% Cash Consideration |
| h. | Cost of acquisition or the price at which the shares are acquired |
The Total consideration for 100% shareholding will not exceed € 15.6 million. |
| i. | Percentage of shareholding / control acquired and / or number of shares acquired |
25% shareholding will be acquired upfront and the balance shareholding over FY23 and FY24 |
| j. | 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) |
FMS is engaged in Software and Feature Development in Autonomous Driving, ADAS & Vehicle Safety and Integration & Validation. Date of Incorporation: 15thSeptember 2016. Turnover for last 3 years: Calendar Year 2018 -: € 1.14 million Calendar Year 2019 -: € 3.36 million Calendar Year 2020 -: € 4.30 million FMS is a German company with current employee strength of 50+. It is headquartered in Gaimersheim, Germanyand has an office in Frankfurt,Germany. |
KPIT Technologies Limited
Registered & Corporate Office: Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, Phase-III, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India.
O +91 20 6770 6000 E [email protected] W kpit.com
CIN: L74999PN2018PLC174192