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Persistent Systems Limited — Capital/Financing Update 2022
Feb 10, 2022
60826_rns_2022-02-10_e9406b35-f7f7-4672-b99c-db23e42aea1b.pdf
Capital/Financing Update
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NSE & BSE / 2021-22 / 129
February 10, 2022
The Manager, Corporate Services, National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai 400 051
Ref: Symbol: PERSISTENT
The Manager, Corporate Services, BSE Limited 14[th] Floor, P J Towers, Dalal Street, Mumbai 400 001
Ref: Scrip Code: 533179
Dear Sir/Madam,
Sub: Intimation pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Circular No. CIR /CFD /CMD/ 4/2015 dated September 9, 2015
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ‘Regulations’), we wish to inform about the following transaction:
Persistent Systems Limited ( “the Company” or “Persistent” ) has entered into an Agreement with Data Glove IT Solutions Private Limited (‘Data Glove India’) on February 10, 2022 to acquire its assets. Along with this transaction, the Company, through its wholly owned and step-down subsidiaries will acquire the assets of Data Glove Inc., USA and its affiliate entities based out of Australia, UK, Canada and Singapore. Persistent, through its German subsidiary will also acquire the equity of Data Glove’s subsidiary in Costa Rica.
The acquisition is subject to customary closing conditions, which are expected to be completed within 4 ‐ 5 weeks. Accordingly, the Company will inform the closure of the transaction to the Stock Exchanges.
In this regard, please find enclosed intimation and the details of the said acquisition as prescribed under Reg. 30(2) and (6) of the Regulations read with Schedule III to the Regulations and the SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 as Annexure.
Please acknowledge the receipt.
Thanking you,
Yours Sincerely, For Persistent Systems Limited
Digitally signed by AMIT AMIT MURARI ATRE MURARI ATRE Date: 2022.02.10 08:01:39 +05'30'
Amit Atre Company Secretary ICSI Membership No.: A20507
Encl.: Annexure
Persistent Systems Limited, Bhageerath, 402 Senapati Bapat Road, Pune 411 016, Maharashtra, India CIN - L72300PN1990PLCO56696
Tel: +91 (20) 670 30000 | Fax - +91 (20) 6703 0008 | E-mail - [email protected] | Website - www.persistent.com Page 1 of 3
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Annexure
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----- Start of picture text ----- No. Items of Disclosure Description1 Name of the target entity, details in brief Assets of Data Glove Inc, USA along with assets ofsuch as size, turnover etc.; its Indian subsidiary and of affiliate entities basedout of Australia, UK, Canada, and Singapore.Additionally, Persistent Systems Germany GmbHwill acquire Data Glove’s subsidiary in Costa Rica.Data Glove Inc, USA, along with its Indiansubsidiary and affiliates in other countries arecollectively referred to as the “Data Glove Group”.Data Glove Group specializes in providing servicesacross the entire Microsoft Product Suite includingAzure based digital transformation, datamodernization, cloud advisory services, businessapplication innovation, workspace modernizationand intelligent automation.Data Glove Group had a consolidated revenue of$48.96 M for the year ended December 31, 2021.2 Whether the acquisition would fall within The acquisition does not classify as a related partyrelated party transactions and whether the transaction.promoter/ promoter group/ groupcompanies have any interest in the entity The promoter/ promoter group have no interest inbeing acquired? If yes, nature of interest the underlying assets or entity been acquired.and details thereof and whether the sameis done at “arm’s length”;3 Industry to which the entity being acquired Cloud and Application Transformation,belongs; Infrastructure and Managed Services.4 Objects and effects of acquisition Through this acquisition, Persistent will enhance its(including but not limited to, disclosure of partnership with Microsoft, strengthen expertise inreasons for acquisition of target entity, if its Azure-based digital transformation and otherbusiness is outside the main line of offerings in the Microsoft stack, as well as expandbusiness of the listed entity); its geographic footprint and talent pool.5 Brief details of any governmental or To the best of our knowledge, no governmental orregulatory approvals required for the regulatory approvals are required for the proposedacquisition; acquisition.6 Indicative time period for completion of the It is expected that the acquisition will be completedacquisition; (Closing of the proposed transaction) within 4-5weeks or as soon as thereafter subject tosatisfaction of customary closing conditions.7 Nature of consideration – whether cash The purchase consideration shall be in cash only.consideration or share swap and details ofthe same;8 Cost of acquisition or the price at which The total purchase consideration payable for theshares are acquired; acquisition of Data Glove Group is $90.50 M. Thisincludes:----- End of picture text -----
Persistent Systems Limited, Bhageerath, 402 Senapati Bapat Road, Pune 411 016, Maharashtra, India CIN - L72300PN1990PLCO56696
Tel: +91 (20) 670 30000 | Fax - +91 (20) 6703 0008 | E-mail - [email protected] | Website - www.persistent.com Page 2 of 3
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| Upfront payment– $50.69 M to sellers, subjectto customary adjustments for working capital,debt and cash on closing.Earnout– Founders of Data Glove Group willbe eligible for a maximum earnout of $34.88 Mover next two years. This amount is contingentonachievementofcertainperformancethresholds.Retention and Performance-Based Payment– Key employees of Data Glove Group will beeligible for an aggregate amount of $4.93 Mover the next three years contingent onemploymentcontinuityandbusinessperformance. | ||
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| 9 | Percentage of shareholding / controlacquired and / or number of sharesacquired; | Post-closing, Persistent, through its wholly ownedsubsidiaries and affiliates, will acquire the assets ofData Glove Inc., its Indian subsidiary and itsaffiliates in geographies mentioned above.Additionally, 100% ownership of Data Glove ITSolutions Limitada, Costa Rica will be acquired byPersistentSystemsGermany GmbH. |
| 10 | Brief background about the entity acquiredin terms of products/line of businessacquired, date of incorporation, history oflast 3 years turnover, country in whichacquired entity has presence and anyother significant information (in brief) | Incorporatedin2010,DataGloveGroupspecializes in providing services across the entireMicrosoft Product Suite including Azure-baseddigital transformation, data modernization, cloudadvisory services, business application innovation,workspacemodernizationandintelligentautomation.Consolidated revenue of Data Glove Group for thehistorical period is as follows:CY21: $48.96 MCY20: $38.51 MCY19:$37.30M |
Persistent Systems Limited, Bhageerath, 402 Senapati Bapat Road, Pune 411 016, Maharashtra, India CIN - L72300PN1990PLCO56696
Tel: +91 (20) 670 30000 | Fax - +91 (20) 6703 0008 | E-mail - [email protected] | Website - www.persistent.com Page 3 of 3