Tech Mahindra — Capital/Financing Update 2020

Feb 24, 2020

Tech I _ Tech Mahindra Limited mahI ndra Shards Centre. Off Karve Road

Puma 41 1004, Maharashtra. India

Tel. +81 20 E380? 8100 Fax. +91 20 2542 4488

techmahindr'aLom cnnnectfiltechmahindrafinm

Registered Office: Gateway Building, Apoiln Bunder Mumbai 40C] 001. India'

GIN L64EUGMH'I QBBPLCD4'I 370

February 24, 2020

T0 BSE Limited National Stock Exchange of India Phiroze Jeejeebhoy Towers, Limited Dalal Street, Exchange Plaza, 5'" floor. MUMBA] 4100 ⁰⁰¹ Plot No.—C/1, G Block,

Scrip Code : 532755 Bandra—Kurla Complex, Bandra (E) MUMBAI — 400 ⁰⁵¹ NSE Symbol : TECHM

Sub: Approvai of proposal for acquisition of 100% stake in Zen3 lnfosolutions (America) Inc.

Dear Sir/Madam,

Pursuant to Regulation 30 0f the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, we wish to inform that the Board of Directors of the Company has approved the proposal to acquire 100% stake in Zen3 Infosolutions (America) Inc. directly and through its wholly owned subsidiary viz. Tech Mahindra (Americas), Inc.

In this regard, please find enclosed herewith, Disclosure containing the details pursuant to Regulation 30(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9'" September, 2015 as Annexure 1.

This is for your infomation and record.

Please acknowledge receipt of the same.

Thanking you,

For Tech Mahi'ndra Limited

4'

Ani Khatri Company Secretary

Encl.: As stated above

TEch rnahkmka

	Annexure \
Sr. No. 1	l Items Disclosure for Name of the target entity, details in brief such as size, turnover etc.;	Description The company US—based target entity is a Zen3 Inc. Zen3 Infosolutions (America) is solution group a leading software with Software Product expertise in DevOps Machine Engineering, testing, & AI learning and with offices Analytics Hyderabad, Bengaluru, in Seattle, Dublin, The company and Vishakhapatnam. has more 1300 employees. than
		Revenue ended year the financial for US\$38 was mn. Revenue 31 -Dec—2018 for month ending 30-June-2019 the 6 period US\$ was rm. 25
2	Whether would fall within the acquisition related party transaction(s) and whether the promoter group companies promoter/ group/ have any interest in the entity being acquired? If yes, nature of interest and details thereof same and whether done "arms the at is length";	No
3	Industry to which the entity being acquired belongs;	IT Services
4	and effects of Objects acquisition (including limited to. disclosure of but not reasons for acquisition of target entity, if its business is outside the main line of of business the listed entity);	The with acquisition brings it strong capabilities in A1 services, Al enablement Speech Cloud engineering, solutions, and software product engineering DevOps. Tech Mahindra helps in It bolstering application enterprise its practice and capabilities
		Tech Mahindra Limited will acquire the viz., ZEN3 Indian subsidiary OfZen Group and Tech Limited Infosoiutions Private Zen3 Mahindra (Americas), Inc. to acquire Infosolutions (America) Inc. along with remaining entities in the Group.
5	any governmental of Brief or details	None
	approvals required regulatory the for acquisition;

Tech mahindra

8	l acquisition or the price at which Cost of the	\$42mn at closing. Another will be paid
	shares are acquired;	\$22mn will be over paid 3 years linked to financial perfonnance.
9	of Percentage shareholding / control acquired l or number and of shares acquired;	100%
10	background Brief about the entity acquired in of terms products/line of business acquired, of date incorporation, history of last 3 years turnover, countiy in which the acquired entity has presence and any other Significant information (in brief);	Uwaased company Zen3 is a with a strong Al enablement strong capabilities in Cloud AI Speech services, solutions, Software product engineering engineering, company The was and DevOps founded The company more in the year 2013. has 1300 employees offices than across in Hyderabad Dublin, Bengaluru, Seattle, and Vishakhapatnam.
		Revenue ended financial year the for US\$212 was mn, 31-Dec 2016 for year USS 31—Dec 2017 was ended mn, 28.4 for US\$38 was mn. ended Dec—201 year 8 Revenue month ending for the 6 period 30- US\$ was mn. June-2019 25

For Tech Mahindra Limited

' ^l ,gr'fl Ani afi'i/ Company Secretary wmer