NIIT Learning Systems Limited — Capital/Financing Update 2026

Jan 28, 2026

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January 28, 2026

The Manager BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001

The Manager National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051

Subject: Disclosure / Intimation pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Scrip Code: BSE - 543952; NSE - NIITMTS

Dear Sir/Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) read with Part A of Schedule III of Listing Regulations, we wish to inform you that the Board of Directors of NIIT Learning Systems Limited at its meeting held on January 28, 2026 (which commenced at 11:45 a.m. and concluded at 1:10 p.m.) has approved the issuance of corporate guarantee by NIIT Learning Systems Limited (“the Company”) in connection with the Term Loan facility to be availed by NIIT (USA) Inc., USA a wholly owned overseas subsidiary of the Company.

Details as required to be furnished under the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 and Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 is enclosed herewith as Annexure I .

This is for your information.

Thanking you,

Yours truly,

For NIIT Learning Systems Limited

Deepak Digitally signed by Deepak Bansal Bansal Date: 2026.01.28 13:25:20 +05'30' Deepak Bansal Company Secretary & Compliance Officer

Encls: a/a

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Annexure I (Issuance of Corporate Guarantee for NIIT (USA) Inc., USA)

Details as required under the Listing Regulations:

S. No.	Particulars	Remarks/Details
1	Nameofpartyforwhichsuchguarantees or indemnity or surety wasgiven	NIIT (USA) Inc., USA is a wholly ownedoverseas subsidiary (WoS) of NIIT LearningSystems Limited (“the Company”).
2	Whether the promoter/ promoter group/group companies have any interest inthis transaction? If yes, nature ofinterest and details thereof and whetherthe same is done at “arm’s length”	Not Applicable
3	Brief details of such guarantee orindemnity or becoming a surety viz. briefdetails of agreement entered (if any)includingsignificanttermsandconditions,includingamountofguarantee	The Board of Directors of the Company hasapproved the issuance of a corporate guaranteefor an amount of USD 10.50 mn in favour of ICICIBank Limited, New York Branch in connectionwith the Term Loan facility of upto USD 10 mn tobe obtained by NIIT (USA) Inc., USA on suchterms & conditions as may be mutually agreed.The purpose of the Term Loan shall be for partfinancing of Sweetrush Inc. related acquisitioncostandrelatedtransactionexpenses.Sweetrush Inc., was acquired by NIIT (USA) Inc.on January 9, 2026.The corporate guarantee shall be issued by theCompany as part of Term Loan documentationbetween NIIT (USA) Inc., USA and ICICI BankLimited, New York Branch.The corporate guarantee shall be valid for aperiod of up to 5 years and 90 days, from thedate of issuance.The corporate guarantee shall be released/discharged on full repayment of Term Loandues.
4	Impact of such guarantees or indemnityor surety on listed entity	This corporate guarantee shall be a contingentliability for the Company, to be provided for itsWoS and forming part of the consolidated group.The impact would be limited to the amount of thecorporate guarantee given by the Company asstated in point 3 above.