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Tech Mahindra M&A Activity 2019

Mar 14, 2019

35662_rns_2019-03-14_07d28c85-00a5-4d84-82ba-a81f9e3d91d8.pdf

M&A Activity

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Tech Mahindra

Tech Mahindra Limited Sharda Centre, Off Karve Road Pune 411004, Maharashtra, India

Tel. +91 20 6601 8100 Fax. +91 20 2542 4466

techmahindra.com [email protected]

Registered Office: Gateway Building, Apollo Bunder Mumbai 400 001, India

CIN L64200MH1986PLC041370

March 14th, 2019

$To$ BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, MUMBAI-400 001 Serip Code: 532755

National Stock Exchange of India Limited Exchange Plaza, 5th floor, Plot No. - C/1, G Block, Bandra-Kurla Complex, Bandra (E) $MUMBAI - 400051$ NSE Symbol: TECHM

Sub: Approval of proposal for acquisition of Shareholding in M/s K-Vision Co., Ltd. through a Wholly Owned Subsidiary of the Company.

Dear Sirs/Madam.

Pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, we wish to inform that the Investment Committee of the Board of Directors of the Company has approved the proposal to acquire 100% shareholding in M/s K-Vision Co., Ltd. through its Wholly Owned Subsidiary i.e. Mahindra Engineering Services (Europe) Limited.

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 9th September, 2015 as Annexure 1.

This is for your information and record.

Please acknowledge receipt of the same.

Thanking you,

For Tech Mahindra Limited

$\star$ Anil Khatri Company Secretary NB-Encl.: As stated above

Tech Inahkmka Annexure I

Sr.
No.
Items for
Disclosure
l
Description
i
1 Name of
entity, details in brief
the target
such as size, turnover,
etc.
K-Vision
Ltd"
the
is
a
Japanese corporation
target
C70,,
The
in
is
entity.
primarily
providing
company
engaged
for
mobile
communication
network
services
can Icrs
in
Japan. For the financial year
ending 31" March'
2018, the
revenue of
For the
month
had
3.3mm.
12
USS;
company
period ending 31" January,
2019, the company
had revenue
of
USES 4.8mn.
:
2 Whether the transaction would fall within
related party
transaction(s) and whether the
promoter/
group/
promoter
group
interest in the entity
companies have any
being acquircd71t'yes, nature ofinterest and
details thereofand whether the same is done
at "arms-length"
No
3 industry to which the entity
being acquired
belongs
'I'elecom
A Objects and efl'ects ofacquisition
-
Owned Subsidiary
i.et
Tech Mahindra through
its Wholly
Limited
Mahindra Engineering
Services (Europe)
intends
ot'K—Vision to
the local presence
and expertise
to leverage
build its network services business in Japan.
in the near
term, Tech Mahindra will
support the 4G and 50 network
build and roll-out in Japan
for large
telecom players.
5 Briei'details ofany
governmental or
regulatory approvals required for the
acquisition
None
6 ofthe
indicative time period
for completion
acquisition;
on 14'" March, 2019.
The deal was signed
by 315' March, 2019,
Closing is expected
7 -
of
whether
Nature
consideration
cash
and details of
l consideration or share swap
the same
Cash consideration
8
-_,
at which the
or the price
Cost ofacquisition
shares are acquired:
Value ofthe
deal is US\$19 1.5mn.
The Enterprise
'
,0.
—_i
9 W
of
/
control
shareholding
Percentage
acquired and /
or number ol'shares acquired;
,
in the target
diluted share capital
was acquired
100% offully
i
1
entity
10 Brief
background about the entity
acquired
/
of
of
line
business
in
terms
products
incorporation, history of
acquired, date of
i
in which the
last 3 years
turnover. country
other
and any
acquired entity has presence
significant information (in
brief);
Japan. it
is headquartered out ofOsaka,
was
The company
founded in the year
2006.
providing network
engaged in
The company
is primarily
For the
services for mobile communication carriers in Japan.
March 2018. the company
year ending 31"
had
financial
ending 31"
rcvenuc ofUS\$3.3mIL For the 12 month period
had revenue ofUS\$4.8mn.
Jan 2019, the company

For Tech Mahindra Limited

,(A An atri Company Secretary