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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