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Tech Mahindra Capital/Financing Update 2021

Oct 25, 2021

35662_rns_2021-10-25_5223c285-6c6a-40e4-a9af-ede3473c2755.pdf

Capital/Financing Update

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Tech Mahindra

October 25, 2021

To Phiroze Jeejeebhoy Towers, Limited Dalal Street, Exchange Plaza, 5" floor, MUMBAI — 400 001 Plot No. — C/1, G Block,

BSE Limited National Stock Exchange of India Scrip Code : 532755 Bandra-Kurla Complex, Bandra (E) MUMBAI — 400 051 NSE Symbol : TECHM

Sub: Approval of proposal for acquisition of 100% stake in Infostar LLC (Lodestone) and WMW

Dear Sir/Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform that the Company through its wholly owned subsidiaries has approved the proposal to acquire the following entities:

    1. Acquisition of 100% shareholding in Infostar LLC by Tech Mahindra (Americas) Inc, a wholly owned subsidiary of the Company; and
    1. Acquisition of 100% shareholding in WMW by Born London Limited, UK, a wholly owned step down subsidiary of the Company;

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 I & II respectively.

This is for your information and record.

Please acknowledge receipt of the same.

Thanking you,

For Tech Mahindra Limited

Ves pany Secretary

Encl.: As stated above

Annexure I — Infostar LLC
Sr. Items for Disclosure Description
No. Name of the target entity, details in brief
such as size, turnover ete.;
LLC
The
(dba
target
entity
Infostar
is
"Lodestone"). The company is headquartered
Pleasanton, California. The company has
in
more than 300 employees.
For the financial
December,
ending
2020,
year
31%
the
company had revenue of USD
43.3 million.
hr Whether the acquisition would fall within
related party transaction(s) and whether the
group/ — group
promoter
promoter/
companies have any interest in the entity
being acquired? If yes, nature of interest
and details thereof and whether the same is
done at "arms length";
No
Industry to which the entity being acquired
belongs;
IT Services
Objects
acquisition
and
effects
of
(including but not limited to, disclosure of
reasons for acquisition of target entity, if its
business
main
outside
the
line
of
is
business of the listed entity);
The acquisition will bolster Tech Mahindra's
end-to-end
product
engineering
digital
capability across Design, Build, and Test, by
employing Loadstone's expertise in effective
utilization of data strategy and providing end
assurance
product
to-end
quality
across
hardware, software, and data layers.
governmental
Brief
any
details
of
or
approvals
regulatory
required
the
for
acquisition;
None
completion
Indicative time
period
of
for
the acquisition;
Immediate closing
Nature
whether
of consideration
cash
-
consideration or share swap and details of
the same;
Cash
Cost of acquisition or the price at which the
shares are acquired;
Tech Mahindra will pay total consideration of
up to USD 105 million including carnouts.
Percentage
shareholding
control
of
/
number
acquired
and
shares
of
or
/
acquired;
100%
Brief background about the entity acquired
terms
products/line
business
of
of
in
acquired, date of incorporation, history of
last 3 years turnover, country in which the
acquired entity has presence and any other
significant information (in brief);
Loadstone
engineering
leading
digital
a
is
quality assurance provider for new age digital
companies.
incorporated
The
was
entity
in
2005. Last 3 years Turnover is as follows: -
CY20: USD 43.3 million
CY19: USD 28 million
CY18: USD 19.3 million

Annexure I — Infostar LLC

Annexure II - We Make Websites Limited (WMW)
Sr.
No.
Items for Disclosure Description
Name of the target entity, details in brief
such as size, turnover etc.:
We Make Websites Limited (WMW)
Revenue: £4.6M (CY 2020)
HQ: London, UK
Revenue
Location:
United
Client
Split
by
Kingdom
(51%),
United
(30%),
Other
States
(19%)
Number of Employees: 43(UK), 5(US)
Ecommerce
Focused
Shopify
Offerings:
Agency, Design & UX, Replatforming, SEO &
Expansion,
Migration,
Data
International
Commerce,
CRO,
Performance
Headless
Enhancement,
Payments
Systems
Integrations,
O20
Checkout,
Compliance,
Accessibility,
&
Strategy, Custom Shopify App Development
Whether
would
acquisition
the
fall
within
party transaction(s)
and
related
whether the promoter/ promoter group/
companies
group
have
any
interest
in
the entity being acquired? If yes, nature
thereof
and
and
of
interest
details
whether
same
"arms
done
the
at
is
length"
NLA.
a which
Industry
being
entity
the
to
acquired belongs;
Tech Services (Shopify Plus Partner)
Objects
and
acquisition
effects
of
(including but not limited to, disclosure
reasons
acquisition
target
of
of
for
entity, if its business is outside the main
line of business of the listed entity);
We Make Websites will add to Tech Mahindra's
capabilities in Experience Design pillar and help
build an industry leading Shopify Practice.
governmental
Brief details
of any
or
regulatory
approvals
required
the
for
acquisition;
N.A.
Indicative time period for completion of
the acquisition;
Signing and Closing is simultaneous.
Nature of consideration - whether cash
consideration or share swap and details
of the same;
Cash
Cost of acquisition or the price at which
the shares are acquired;

Annexure II - We Make Websites Limited (WMW)

Tech Mahindra 9 Percentage of shareholding / control

9 Percentage
shareholding
control
of
/
number
acquired
shares
and
of
or
/
acquired;
100%
10 background
Brief
about
entity
the
acquired
terms
of products/line
of
in
business acquired, date of incorporation,
history of last 3 years turnover, country
which
acquired
entity
has
the
in
presence
any
significant
and
other
information (in brief);
(WMW)
Make
We
Websites
focused
on
is
migration
website
building,
services
on
the
Shopify Plus platform.
Date of Incorporation- 29th September 2009
Revenue
CY 2018 £2.65 M
CY 2019 £3.3M
CY 2020 £4.6M

For Tech Mahindra Limited

Anil » hatri qe ovary Secretary