Tech Mahindra — M&A Activity 2021

Jun 26, 2021

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

Tel: +91 20 6601 8100 Fax: +91 20 2542 4466 techmahindra.com connect@techmahindra.com Registered Office: Gateway Building, Apollo Bunder Mumbai 400 001, India

CIN: L64200MH1986PLC041370

26[th] June 2021

To BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 5[th] floor, Dalal Street, Plot No. – C/1, G Block, MUMBAI – 400 001 Bandra-Kurla Complex, Bandra (E) Scrip Code : 532755 MUMBAI – 400 051 NSE Symbol : TECHM

Sub: Approval of proposal for acquisition of 100% stake in Brainscale Inc (“Brainscale”).

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 subsidiary viz., Tech Mahindra (Americas) Inc. approved the proposal to acquire 100% equity shares in Brainscale Inc. (“Brainscale”).

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[th] September, 2015 as Annexure 1.

This is for your information and record.

Please acknowledge receipt of the same.

Thanking you,

For Tech Mahindra Limited

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Anil Khatri Company Secretary

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Encl.: As stated above

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

Tel: +91 20 6601 8100 Fax: +91 20 2542 4466 techmahindra.com connect@techmahindra.com Registered Office: Gateway Building, Apollo Bunder Mumbai 400 001, India

CIN: L64200MH1986PLC041370

Annexure I

Sr. No.	Items for Disclosure	Description
1	Name of the target entity, details in brief such as size, turnover etc.;	The target entity is Brainscale Inc. (“Brainscale”). The company is headquartered in Princeton, New Jersey. The company has more than 120 employees. For the financial year ending 31stDecember, 2020, the company had revenue ofUSD 10million.
2	Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group 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
3	Industry to which the entity being acquired belongs;	IT Services
4	Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity);	The acquisition will bolster Tech Mahindra’s consulting capabilities in the Cloud transformation space and will enable Tech Mahindra to drive growth of Cloud related IT services in the North American market.
5	Brief details of any governmental or regulatory approvals required for the acquisition;	None
6	Indicative time period for completion of the acquisition;	The transaction is expected to close by 15th August,2021
7	Nature of consideration - whether cash consideration or share swap and details of the same;	Cash
8	Cost of acquisition or the price at which the shares are acquired;	Tech Mahindra will pay total consideration of up toUSD 28.8million includingearnouts.
9	Percentage of shareholding / control acquired and/or number of shares acquired;	100%
10	Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation,historyof last3 years turnover,	Brainscale is a Cloud focused asset having expertise in Cloud Consulting, Enablement, Application Development and Data Analytics.

Tech Mahindra Limited

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Sharda Centre, Off Karve Road Pune 411004, Maharashtra, India

Tel: +91 20 6601 8100 Fax: +91 20 2542 4466 techmahindra.com connect@techmahindra.com Registered Office: Gateway Building, Apollo Bunder Mumbai 400 001, India

CIN: L64200MH1986PLC041370

country in which the acquired entity has The entity was incorporated in 2007. Last 3 years presence and any other significant information Turnover is as follows: - (in brief); CY20: USD 10 million CY19: USD 10 million CY18: USD 4.5 million

For Tech Mahindra Limited

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Anil Khatri Company Secretary

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