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NIIT Ltd. Capital/Financing Update 2025

Apr 17, 2025

60452_rns_2025-04-17_23c99163-45cf-4b80-9135-4d44a97141e2.pdf

Capital/Financing Update

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April 17, 2025

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

The Manager National Stock Exchange of India Ltd 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) Regulation, 2015

Ref: Scrip Code : BSE – 500304; NSE – NIITLTD

Dear Sir,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform you that NIIT Limited, (“ NIIT ”) has executed a Share Subscription and Purchase Agreement (“ SSPA ”) and other transaction documents with iamneo Edutech Private Limited (“Company”) and its promoters, to acquire 100% equity shareholding of the Company in multiple tranches.

The Board of Directors of NIIT (“ Board ”), at its meeting which was held on April 16, 2025 and later adjourned and closed at 04.08 pm on April 17, 2025, has approved the aforesaid transaction and execution of the SSPA and all other transaction documents. Pursuant to the receipt of such approval, NIIT has completed a subscription of fresh equity shares of Company and a secondary acquisition of shares from the promoters, aggregating to 70% equity shareholding (on a fully diluted basis) of the Company on April 17, 2025. The remaining 30% shareholding of the Company will be acquired by NIIT from the promoters of the Company in subsequent tranches, over a period of next 5 (five) years, subject to certain terms & conditions, as agreed under the SSPA and the other transaction documents. Pursuant to the completion of the aforesaid acquisition, the Company has now become a subsidiary of NIIT.

Details as required to be furnished under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 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 A.

Kindly take the same on record and acknowledge receipt.

Thanking you,

Yours truly, For NIIT Limited

ARPITA BISARIA Digitally signed by ARPITA BISARIA MALHOTRA MALHOTRA Date: 2025.04.17 18:18:37 +05'30' Arpita Bisaria Malhotra Company Secretary & Compliance Officer

Annexure A

Details as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Master Circular No SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024

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----- Start of picture text ----- Particulars Remarks/Details1 Name of the target entity, details in brief iamneo Edutech Private Limited (“ Company ”).such as size, turnover etc. The Company is a leading provider of deepskilling technology training solutions through ascalable AI powered SaaS platformThe Company had a revenue of approximatelyINR 276 million in the Financial Year (FY)2024-25.2 Whether the acquisition would fall The acquisition does not fall under the categorywithin related party transaction(s) and of related party transaction(s) and the promoter/whether the promoter/ promoter group/ promoter group/ group companies do not havegroup companies have any interest in any interest in the Company.the entity being acquired? If yes, natureof interest and details thereof andwhether the same is done at “armslength3 Industry to which the entity being Technology training solutions for Universitiesacquired belongs and corporates4 Objects and impact of acquisition This strategic acquisition unlocks substantial(including but not limited to, disclosure growth opportunities, enabling NIIT and theof reasons for acquisition of target Company to deliver robust, outcome-drivenentity, if its business is outside the main learning solutions at scale for undergraduatesline of business of the listed entity); and early career professionals through: Universities : Industry-relevanttechnology courses including automatedtechnology labs & assessments, studentplacement preparation and placementprocess management. Corporates : Platform led-immersivetalent onboarding & employeeupskilling programs, IT skillsassessments and campus recruitmentmanagement.5 Brief details of any governmental or Not applicableregulatory approvals required for theacquisition6 Indicative time period for completion of NIIT has completed subscription of fresh equitythe acquisition shares of Company and a secondary acquisitionof shares from the promoters, aggregating to70% equity shareholding of the Company (on afully diluted basis) on April 17, 2025. Theremaining 30% shareholding of the Companywill be acquired by NIIT from the promoters ofthe Company, in subsequent tranches in nextfive years (FY 26 to FY 30).----- End of picture text -----

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----- Start of picture text ----- 7 Consideration - whether cash Cash consideration.consideration or share swap or any otherform and details of the same;8 Cost of acquisition and/or the price at NIIT has acquired 70% equity shareholding ofwhich the shares are acquired the Company on April 17, 2025 for a totalconsideration of up to Rs. 613 million, subject tocertain closing adjustments. The considerationincludes Primary investment of approx. Rs. 100million.9 Percentage of shareholding/ control NIIT has acquired 70% equity shareholding (onacquired and or number of shares a fully diluted basis) of the Company on Aprilacquired 17, 2025. The remaining 30% shareholding willbe acquired by NIIT from the promoters of theCompany in subsequent tranches in next fiveyears (FY 26 to FY 30).10 Brief background about the entity iamneo Edutech Private Limited is a privateacquired in terms of products/line of limited company which was incorporated onbusiness acquired, date of August 20, 2022 under the provisions of theincorporation, history of last 3 years Companies Act, 2013 having its registeredturnover, country in which the acquired office in Coimbatore, Tamil Nadu. The businessentity has presence and any other was initially operated under Pineaxesignificant information (in brief); Technologies LLP which was incorporated in2016. The business was transitioned to theCompany from FY23.The Company provides a scalable AI powereddeep skilling SaaS platform to undergraduates inUniversities and early career professionals inGlobal System Integrators (GSIs) and GlobalCapability Centers (GCCs).The platform provides robust, outcome-drivenlearning solutions for: Universities : Industry-relevanttechnology courses including automatedtechnology labs & assessments, studentplacement preparation and placementprocess management. Corporates : Platform led-immersivetalent onboarding & employeeupskilling programs, IT skillsassessments and campus recruitmentmanagement.Period Turnover#(INR Million)FY22 91FY23 200FY24 223FY25* 276*Unaudited, #Revenue for FY22 and FY23 includes turnover ofPineaxe Technologies LLP----- End of picture text -----