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NIIT Ltd. Capital/Financing Update 2025

Apr 17, 2025

60452_rns_2025-04-17_49a95dea-fa7f-4476-b3cd-360bafc471bc.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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Particulars Remarks/Details
1 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 deep
skilling technology training solutions through a
scalable AI powered SaaS platform
The Company had a revenue of approximately
INR 276 million in the Financial Year (FY)
2024-25.
2 Whether the acquisition would fall The acquisition does not fall under the category
within related party transaction(s) and of related party transaction(s) and the promoter/
whether the promoter/ promoter group/ promoter group/ group companies do not have
group companies have any interest in any interest in the Company.
the entity being acquired? If yes, nature
of interest and details thereof and
whether the same is done at “arms
length
3 Industry to which the entity being Technology training solutions for Universities
acquired belongs and corporates
4 Objects and impact of acquisition This strategic acquisition unlocks substantial
(including but not limited to, disclosure growth opportunities, enabling NIIT and the
of reasons for acquisition of target Company to deliver robust, outcome-driven
entity, if its business is outside the main learning solutions at scale for undergraduates
line of business of the listed entity); and early career professionals through:
 Universities : Industry-relevant
technology courses including automated
technology labs & assessments, student
placement preparation and placement
process management.
 Corporates : Platform led-immersive
talent onboarding & employee
upskilling programs, IT skills
assessments and campus recruitment
management.
5 Brief details of any governmental or Not applicable
regulatory approvals required for the
acquisition
6 Indicative time period for completion of NIIT has completed subscription of fresh equity
the acquisition shares of Company and a secondary acquisition
of shares from the promoters, aggregating to
70% equity shareholding of the Company (on a
fully diluted basis) 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 in next
five years (FY 26 to FY 30).
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7 Consideration - whether cash Cash consideration.
consideration or share swap or any other
form and details of the same;
8 Cost of acquisition and/or the price at NIIT has acquired 70% equity shareholding of
which the shares are acquired the Company on April 17, 2025 for a total
consideration of up to Rs. 613 million, subject to
certain closing adjustments. The consideration
includes Primary investment of approx. Rs. 100
million.
9 Percentage of shareholding/ control NIIT has acquired 70% equity shareholding (on
acquired and or number of shares a fully diluted basis) of the Company on April
acquired 17, 2025. The remaining 30% shareholding will
be acquired by NIIT from the promoters of the
Company in subsequent tranches in next five
years (FY 26 to FY 30).
10 Brief background about the entity iamneo Edutech Private Limited is a private
acquired in terms of products/line of limited company which was incorporated on
business acquired, date of August 20, 2022 under the provisions of the
incorporation, history of last 3 years Companies Act, 2013 having its registered
turnover, country in which the acquired office in Coimbatore, Tamil Nadu. The business
entity has presence and any other was initially operated under Pineaxe
significant information (in brief); Technologies LLP which was incorporated in
2016. The business was transitioned to the
Company from FY23.
The Company provides a scalable AI powered
deep skilling SaaS platform to undergraduates in
Universities and early career professionals in
Global System Integrators (GSIs) and Global
Capability Centers (GCCs).
The platform provides robust, outcome-driven
learning solutions for:
 Universities : Industry-relevant
technology courses including automated
technology labs & assessments, student
placement preparation and placement
process management.
 Corporates : Platform led-immersive
talent onboarding & employee
upskilling programs, IT skills
assessments and campus recruitment
management.
Period Turnover#
(INR Million)
FY22 91
FY23 200
FY24 223
FY25 276
Unaudited, #Revenue for FY22 and FY23 includes turnover of
Pineaxe Technologies LLP
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