Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

==> picture [123 x 52] intentionally omitted <==

Date: October 29, 2020

BSE Limited

Corporate Service Department, 01[st] Floor, P. J. Towers, Dalal Street, Mumbai 400 001

The National Stock Exchange of India Ltd.

Exchange Plaza, 03[rd] floor, Plot No. C/1, ‘G’ block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051

Fax: (022) 2272 2039/2272 3121

Fax: (022) 26598237/26598238

Scrip ID: ZENSARTECH Scrip Code: 504067

Symbol: ZENSARTECH Series: EQ

Dear Sir/Madam,

Subject: Outcome of the Board Meeting held on October 29, 2020

This is to inform you that the Board of Directors of the Company at its meeting held today, which commenced at 4:30 PM (IST) and concluded at 8:18 PM (IST), inter-alia, unanimously approved/took on record the following:

1. Financial Results

Unaudited Standalone and Consolidated Financial Results along with Cash Flow Statement(s) of the Company for the quarter and half year ended September 30, 2020, and Limited Review Report thereon. Copy of the same is enclosed herewith.

2. Press Release & Analyst Presentation

Press Release and Analyst Presentation on Financial Results of the Company for the quarter and half year ended September 30, 2020 are enclosed herewith.

3. Amalgamation/Merger of Cynosure Interface Services Private Limited with the Company

In-principle approval for amalgamation/merger of its wholly owned subsidiary, Cynosure Interface Services Private Limited, with the Company, pursuant to provisions of Sections 230 to 232 and other applicable provisions, if any, of the Companies Act, 2013 (“relevant provisions”).

The proposed amalgamation/merger is for the purpose of simplifying and streamlining the group structure of the Company and reduce administrative costs.

==> picture [70 x 74] intentionally omitted <==

www.zensar.com

==> picture [123 x 52] intentionally omitted <==

The proposed amalgamation/merger shall be implemented through a Scheme of Amalgamation under the relevant provisions and shall be subject to the approvals of National Company Law Tribunal, shareholders and creditors of the Company and such other approvals as may be required in this regard.

Disclosure(s) pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read together with the Circular dated September 9, 2015 issued by SEBI is enclosed herewith.

This is for your information and dissemination purpose.

For Zensar Technologies Ltd (Gaurav Tongia) Company Secretary

Encl. As above

www.zensar.com

==> picture [123 x 52] intentionally omitted <==

Details of Transaction

Amalgamation/Merger of Cynosure Interface Services Private Limited, India into the Company

S. No.	Particulars	Remarks	Remarks	Remarks
1.	Name of the entity(ies) forming part of the amalgamation/merger, details in brief such as size, turnover, etc.	Amalgamating Company Cynosure Interface Services Private Limited, India (‘CISPL’) Amalgamated Company Zensar Technologies Limited (‘ZTL’) Below are the brief details of Amalgamating and Amalgamated Company (standalone) as on March 31, 2020 – Name of the Company Net worth (INR Cr) Turnover (INR Cr) CISPL 1.6 11.73 ZTL 1,573.68 1,370.30
		Name of the Company	Net worth (INR Cr)	Turnover (INR Cr)
		CISPL	1.6	11.73
		ZTL	1,573.68	1,370.30


2.	Whether the transaction would fall within related party transactions? If yes, whether the same is done at “arms length”	CISPL (Amalgamating Company) is a Wholly Owned Subsidiary of ZTL (Transferee Company). The proposed merger does not fall within the purview of related party transactions. Further, as per the Regulation 23(5)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the related party transaction provisions are not applicable to the proposed merger.
3.	Area of business of the entity(ies)	CISPL, being the Amalgamating Company, is primarily engaged in providing a complete range of IT Services and solutions. ZTL,being the Amalgamated Company is also engaged providing IT Services and solutions.
4.	Rationale for amalgamation / merger	a) Consolidation of the Amalgamating and the Amalgamated Company would enable effective management and unified control of operations; b) Simplification of the corporate structure and elimination of multiple entities; and c) Overall economies in administrative and managerial costs and reduction of duplication of administrative responsibilities, multiplicity of records, and legal/ regulatory compliances.

==> picture [69 x 74] intentionally omitted <==

www.zensar.com

==> picture [123 x 52] intentionally omitted <==

S. No.	Particulars	Remarks
5.	In case of cash consideration - amount or otherwise share exchange ratio	Not applicable as amalgamation/merger of wholly owned subsidiary with ZTL.
6.	Brief details of change in shareholding pattern (if any) of the listed entity	There shall be no change in the shareholding pattern of ZTL.

==> picture [69 x 74] intentionally omitted <==

www.zensar.com

==> picture [516 x 94] intentionally omitted <==

INDEPENDENT AUDITOR’S REVIEW REPORT ON REVIEW OF INTERIM STANDALONE FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

We have reviewed the accompanying Statement of Standalone Unaudited Financial Results of ZENSAR TECHNOLOGIES LIMITED (“the Company”), for the quarter and six months ended September 30, 2020 (“the Statement”), being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.
This Statement, which is the responsibility of the Company’s Management and approved by the Company’s Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 ‘Review of Interim Financial Information Performed by the Independent Auditor of the Entity’, issued by the Institute of Chartered Accountants of India (ICAI). A review of interim financial information consists of making inquiries, primarily of the Company’s personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review conducted as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,

Regd. Office: One International Center, Tower 3, 27th-32nd Floor, Senapati Bapat Marg, Elphinstone Road (West), Mumbai-400 013, Maharashtra, India. (LLP Identification No. AAB-8737)

==> picture [551 x 43] intentionally omitted <==

as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For Deloitte Haskins & Sells LLP Chartered Accountants (Firm’s Registration No. 117366W/W-100018)

==> picture [122 x 55] intentionally omitted <==

Place: Mumbai Date: October 29, 2020

Saira Nainar Partner (Membership No. 040081) UDIN: 20040081AAAADH5832

Registered Office : Zensar Knowledge Park, Khar Statement of Unaudited Standalo	Registered Office : Zensar Knowledge Park, Khar Statement of Unaudited Standalo	Zensar Technologies Limited adi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 ne Results for the Quarter and Half Year ended September 30, 2020 (INR Lakhs)	Zensar Technologies Limited adi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 ne Results for the Quarter and Half Year ended September 30, 2020 (INR Lakhs)	Zensar Technologies Limited adi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 ne Results for the Quarter and Half Year ended September 30, 2020 (INR Lakhs)	Zensar Technologies Limited adi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 ne Results for the Quarter and Half Year ended September 30, 2020 (INR Lakhs)	Zensar Technologies Limited adi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 ne Results for the Quarter and Half Year ended September 30, 2020 (INR Lakhs)	Zensar Technologies Limited adi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 ne Results for the Quarter and Half Year ended September 30, 2020 (INR Lakhs)
		Quarter Ended			Half Year Ended		Year Ended
Particulars		30-Sep-2020	30-Jun-2020	30-Sep-2019	30-Sep-2020	30-Sep-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
1 2 3 4 5 6 7 8 9 10 11 12	Revenue from operations Other income (net) a. Current tax b. Deferred tax Paid-up equity share capital (Face value INR. 2 each) Other equity excluding Revaluation Reserves as per balance sheet Earnings Per Share (EPS) (Face value INR. 2 each) (not annualised): a. Purchase of traded goods b. Employee benefits expense c. Subcontracting costs a) Basic b) Diluted Net Profit for the period (5-6) Total other comprehensive income/(loss), net of income tax Total comprehensive income for the period (7+8) Other comprehensive income/(loss), net of income tax A. Items that will not be reclassified to profit or loss B. Items that will be reclassified to profit or loss Profit before tax (3-4) d. Finance costs Total Income e. Depreciation, amortisation and impairment expense f. Other expenses Total expenses Expenses Tax expense	33,676 554	32,840 1,995	35,110 2,988	66,517 2,549	68,816 4,610	137,030 9,093
		34,230 50 19,086 431 523 2,179 3,610 25,879 8,351 2,374 (377) 6,354 354 174 528 6,882 4,509 2.82 2.78	34,835 55 18,996 1,094 611 2,308 2,846 25,910 8,925 2,309 81 6,535 284 194 478 7,013 4,509 2.90 2.86	38,098 266 21,240 1,194 356 1,907 5,165 30,128 7,970 1,162 379 6,429 (281) (262) (543) 5,886 4,505 2.85 2.81	69,066 104 38,083 1,525 1,134 4,487 6,457 51,790 17,276 4,683 (296) 12,889 638 368 1,006 13,895 4,509 5.72 5.64	73,426 454 41,093 2,068 871 3,803 10,805 59,094 14,332 2,912 233 11,187 (413) (439) (852) 10,335 4,505 4.97 4.89	146,123 877 80,913 4,361 2,330 8,138 19,094 115,713 30,410 6,262 1,044 23,104 (894) (693) (1,587) 21,517 4,508 152,859 10.26 10.12

==> picture [57 x 61] intentionally omitted <==

Statement of Assets & Liabilities

Statement of Assets & Liabilities
	(INR Lakhs)
Particulars	As at September 30, 2020	As at March 31, 2020
	Unaudited	Audited
Assets Non-Current Assets (a) Property, Plant and Equipment (b) Right of use assets (c) Capital work-in-progress (d) Goodwill (e) Other Intangible assets (f) Intangible assets under development (g) Financial Assets i) Investments ii) Other financial assets (h) Income tax assets (net) (i) Deferred tax assets (net) (j) Other non-current assets Total - Non-current assets Current Assets (a) Financial Assets i) Investments ii) Trade receivables iii) Cash and cash equivalents iv) Bank balances other than in (iii) above v) Other financial assets (b) Other current assets Total - Current assets Equity And Liabilities Equity (a) Equity Share Capital (b) Other Equity i. Reserves and surplus ii. Other components of equity Total - Equity Non-Current Liabilities (a) Financial Liabilities i) Borrowings ii) Lease liabilities (b) Provisions (c) Employee benefit obligations Total - Non-Current Liabilities Current Liabilities (a) Financial Liabilities i) Borrowings ii) Trade payables iii) Lease Liabilities iv) Other financial liabilities (b) Employee benefit obligations (c) Other current liabilities (d) Income tax liabilities (net) Total - Current Liabilities Total - Assets Total - Equity And Liabilities	9,993 21,784 3 8,402 4,182 375 1,660 2,757 2,586 2,872 696	10,487 23,122 5 8,402 3,662 762 1,660 2,759 2,434 2,773 882
	55,310 38,922 87,075 12,782 9,982 4,926 6,560	56,948 26,704 105,569 3,299 2,703 6,330 6,273
	160,247	150,878
	215,557	207,826
	4,509 167,288 (131)	4,508 153,358 (499)
	171,666	157,367
	- 18,592 290 1,812	- 19,369 263 1,544
	20,694	21,176
	- 7,571 5,018 5,166 1,275 1,034 3,133	- 8,053 5,066 9,643 3,122 1,877 1,522
	23,197	29,283
	215,557	207,826

Notes :

1 These unaudited results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder as amended from time to time. The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meeting held on October 29, 2020.
2 Standalone Statement of Cash flows is attached as Annexure I.
3 Where financial results are declared for both consolidated and standalone entity, segment information may be presented only in the case of consolidated financial results. Accordingly, segment information has been provided only in the consolidated financial results.
4 The Company continues to actively manage its business during COVID-19 pandemic and has not yet experienced significant changes on the business impact than estimated earlier. In assessing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, nothing has come to the attention of the Company through internal and external sources, which warrants a reassessment of carrying amounts of financial and non-financial assets on the expected future performance of the Company.
5 During the quarter ended 30th September 2020, in line with its strategy to focus on core businesses only, the Company had advanced its process to identify potential buyers for Third Party Maintenance (‘TPM’) business housed in its subsidiaries, PSI Holding Group Inc, Zensar Technologies IM Inc and Zensar Technologies IM B.V. (collectively referred to as "PSI Group” or “disposal group”).
Subsequently, on 19th October 2020, the Company signed an agreement subject to approval of shareholders and other approvals for sale of PSI Group for a consideration of USD 10 million receivable upfront and USD 5 million performance based deferred earnouts.
As PSI Group are step down subsidiaries of the company, the necessary accounting treatment is reflected in the Consolidated results of the Zensar Group. Refer Note 6 of the Consolidated results of the Zensar Group.

Mumbai Date: October 29, 2020

For and on behalf of the Board Sandeep Kishore Managing Director & CEO DIN:07393680

==> picture [59 x 63] intentionally omitted <==

Annexure I

Zensar Technologies Limited Standalone Statement of Cash Flows

	(INR Lakhs)	(INR Lakhs)	(INR Lakhs)
Particulars	Half Year Ended		Year Ended
	30-Sep-2020	30-Sep-2019	31-Mar-2020
	Unaudited	Unaudited	Audited
Cash flow from operating activities Profit before taxation Adjustments for: Depreciation, amortisation and impairment expense Employee share based payment expense Profit on sale of investments (mutual funds) Changes in fair value of financial assets/liabilities measured at fair value through profit and loss (Profit)/Loss on disposal of business/subsidiary Dividend income Interest income Interest expense (Profit) / loss on sale of property, plant and equipment and intangible assets (net) Provision for doubtful debts and advances (net) Adjustment on account of contingent consideration Bad debts written off Provisions no longer required and credit balances written back Unrealised exchange (gain) / loss (net) Operating profit before working capital changes Change in assets and liabilities (Increase)/ decrease in trade receivables and Unbilled revenues (Increase)/ decrease in other assets Increase/ (decrease) in trade payables, other liabilities and provisions Increase/ (decrease) in employee benefit obligations Cash generated from operations Income taxes paid (net of refunds) Net cash inflow from operating activities Cash flow from investing activities Purchases of Property, plant and equipment and intangible assets Earnout to Subsidiaries Sale of Business/subsidiaries Sale of Property, plant and equipment and intangible assets Fixed Deposits placed Fixed Deposits redeemed Purchase of investments (Mutual Funds) Sale of investments (Mutual Funds) Interest income received Dividend income received Net cash used in investing activities Cash flow from financing activities Proceeds from issue of equity shares Dividend on equity shares and tax thereon Interest paid Payment of lease liabilities Proceeds from short-term borrowings Repayment of short-term borrowings Net cash used in financing activities Effect of exchange differences on translation of cash and cash equivalents	17,276 4,487 166 (215) (690) - (201) (335) 1,129 (7) 763 - 327 (15) (6,906)	14,332 3,803 255 (580) 111 93 (1,261) (108) 844 (12) (1,434) - 1,589 - 2,420	30,410 8,138 119 (1,409) 283 51 (2,757) (262) 2,282 (8) 1,047 (173) - (10) (588)
	(1,497) 15,779 23,886 (421) (2,019) (612)	5,720 20,052 (11,984) (1,468) (162) 528	6,713 37,123 3,708 (120) (1,798) 430
	36,613 (3,566)	6,966 (3,218)	39,343 (5,726)
	33,047	3,748	33,617
	(2,725) - - 14 (8,713) 1,404 (78,745) 67,431 197 201	(3,168) (4,988) 363 79 - 339 (47,870) 48,445 108 1,261	(6,767) (4,988) 902 8 (2,434) 354 (121,530) 105,147 272 2,757
	(20,936) 14 - (69) (2,548) 7,567 (7,591)	(5,431) 70 (4,628) (24) (1,938) - -	(26,279) 152 (11,932) (57) (4,313) 1,376 (1,418)
	(2,628)	(6,520)	(16,192)
	-	-	1
Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the halfyear/year	9,483	(8,203)	(8,853)
	3,299 12,782	12,152 3,949	12,152 3,299

==> picture [58 x 62] intentionally omitted <==

==> picture [516 x 94] intentionally omitted <==

INDEPENDENT AUDITOR’S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

We have reviewed the accompanying Statement of Consolidated Unaudited Financial Results of ZENSAR TECHNOLOGIES LIMITED (“the Parent”) and its subsidiaries (the Parent and its subsidiaries together referred to as “the Group”), for the quarter and six months ended September 30, 2020 (“the Statement”) being submitted by the Parent pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.
This Statement, which is the responsibility of the Parent’s Management and approved by the Parent’s Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”, issued by the Institute of Chartered Accountants of India (ICAI). A review of interim financial information consists of making inquiries, primarily of Parent’s personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
The Statement includes the results of the entities listed in the Annexure to this report.
Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and

Regd. Office: One International Center, Tower 3, 27th-32nd Floor, Senapati Bapat Marg, Elphinstone Road (West), Mumbai-400 013, Maharashtra, India. (LLP Identification No. AAB-8737)

==> picture [551 x 43] intentionally omitted <==

other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For Deloitte Haskins & Sells LLP Chartered Accountants (Firm’s Registration No. 117366W/W-100018)

==> picture [122 x 63] intentionally omitted <==

Saira Nainar

Place: Mumbai Date: October 29, 2020

Partner (Membership No. 040081) UDIN: 20040081AAAADI9718

==> picture [551 x 43] intentionally omitted <==

Annexure to Auditor’s Review Report

List of Entities:

Zensar Technologies Inc.
Zensar Technologies (UK) Limited
PSI Holding Group Inc.
Zensar Technologies IM Inc.
Zensar Technologies IM B.V.
Zensar (Africa) Holdings Pty Limited
Zensar (South Africa) Pty Limited
Professional Access Limited
Zensar Technologies (Singapore) Pte. Limited
Foolproof Limited
Knit Limited (Liquidated w.e.f. September 22, 2020)
Foolproof (SG) Pte Limited
Zensar Technologies (Shanghai) Company Limited
Keystone Logic Inc.
Zensar Info Technologies (Singapore) Pte Limited (Liquidated w.e.f. May 04, 2020)
Zensar IT Services Limited (Liquidated w.e.f. June 22, 2020)
Cynosure Inc.
Cynosure Interface Services Private Limited
Keystone Logic Mexico, S. DE R.L. DE C.V
Keystone Technologies Mexico, S. DE R.L. DE C.V
Indigo Slate Inc.
Zensar Technologies GmbH
Zensar Technologies (Canada) Inc.
Zensar Information Technologies B.V.

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Half Year ended September 30, 2020
		(INR Lakhs)
Particulars		Quarter Ended			Half Year Ended		Year Ended
		30-Sep-2020	30-Jun-2020	30-Sep-2019	30-Sep-2020	30-Sep-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16	Revenue from operations Other income (net) a. Current tax b. Deferred tax Tax expense Net Profit/(Loss) for the period (7-8) a) Basic Paid-up equity share capital (Face value INR 2 each) - Non-controlling interests Total other comprehensive income/(loss), net of income tax - Owners Expenses a. Purchase of traded goods e. Finance costs b. Consumption and changes in inventories Net Profit/(Loss) attributable to: c. Employee benefits expense d. Subcontracting costs f. Depreciation, amortisation and impairment expense Profit before tax (5-6) Profit before exceptional item and tax Exceptional Item (refer note 6) Adjustment in respect of excess of carrying amount including goodwill over recoverable amount on classification as "Held for Sale" Total expenses g. Other expenses - Non-controlling interests Other comprehensive income/(loss), net of income tax Other equity excluding Revaluation Reserves as per balance sheet Earnings Per Share (EPS) (Face value INR 2 each) (not annualised): a) Basic b) Diluted Before exceptional item After exceptional item B. Items that will be reclassified to profit or loss b) Diluted A. Items that will not be reclassified to profit or loss Total comprehensive income for the period (9+11) Total comprehensive income attributable to: - Owners Total Income	97,945 (392)	99,124 1,796	107,228 1,808	197,069 1,404	214,330 3,271	418,168 8,842
		97,553 2,187 962 56,027 13,874 1,317 4,321 6,478 85,166 12,387 (8,873) 3,514 3,934 (649) 229 50 180 354 136 490 719 542 177 4,509 3.96 3.90 0.02 0.02	100,920 3,492 1,106 57,260 15,494 1,517 4,438 7,469 90,776 10,144 - 10,144 3,263 (608) 7,489 7,331 158 284 (49) 235 7,724 7,524 200 4,509 3.25 3.21 3.25 3.21	109,036 2,318 257 61,063 16,847 1,396 3,851 11,740 97,472 11,564 - 11,564 3,048 246 8,270 7,987 283 (284) (432) (716) 7,554 7,317 237 4,505 3.55 3.49 3.55 3.49	198,473 5,679 2,068 113,287 29,368 2,834 8,759 13,947 175,942 22,531 (8,873) 13,658 7,197 (1,257) 7,718 7,380 338 638 87 725 8,443 8,066 377 4,509 7.21 7.11 3.27 3.23	217,601 7,226 886 118,585 33,736 3,059 7,645 24,313 195,450 22,151 - 22,151 6,485 (176) 15,842 15,438 404 (416) (1,228) (1,644) 14,198 13,819 379 4,505 6.85 6.74 6.85 6.74	427,010 15,250 3,089 234,743 65,881 6,051 15,918 48,499 389,431 37,579 - 37,579 10,131 288 27,160 26,342 818 (2,206) 2,382 176 27,336 26,668 668 4,508 204,491 11.69 11.53 11.69 11.53

==> picture [61 x 65] intentionally omitted <==

Statement of Assets & Liabilities

Statement of Assets & Liabilities
	(INR Lakhs)
Particulars	As at September 30, 2020	As at March 31, 2020
	Unaudited	Audited
Assets Non-Current Assets (a) Property, Plant and Equipment (b) Right of use assets (c) Capital work-in-progress (d) Goodwill (e) Other Intangible assets (f) Intangible assets under development (g) Financial Assets i) Investments ii) Other financial assets (h) Income tax assets (net) (i) Deferred tax assets (net) (j) Other non-current assets Total - Non-current assets Current Assets (a) Inventories (b) Financial Assets i) Investments ii) Trade receivables iii) Cash and cash equivalents iv) Bank balances other than in (iii) above v) Other financial assets (c) Other current assets (d) Assets held-for-sale Total - Current assets Equity And Liabilities Equity (a) Equity Share Capital (b) Other Equity i. Reserves and surplus ii. Other components of equity Equity Attributable to Owners of the Company Non controlling interests Total - Equity Liabilities Non-Current Liabilities (a) Financial Liabilities i) Borrowings ii) Lease liabilities iii) Other financial liabilities (b) Provisions (c) Employee benefit obligations Total - Non-Current Liabilities Current Liabilities (a) Financial Liabilities i) Borrowings ii) Trade payables iii) Lease liabilities iv) Other financial liabilities (b) Employee benefit obligations (c) Other current liabilities (d) Income tax liabilities (net) (e)Liabilities classified as held for sale Total - Current Liabilities Total - Assets Total - Equity And Liabilities	12,203 30,073 4 57,601 19,331 740 1,113 5,206 5,921 8,172 1,262	12,940 32,649 180 64,658 22,020 957 1,142 6,798 6,064 4,966 1,419
	141,626 - 38,922 59,039 45,936 10,102 20,058 17,892 10,200	153,793 9,412 26,704 66,564 48,834 2,823 29,762 21,663 -
	202,149	205,762
	343,775	359,555
	4,509 209,542 3,459	4,508 201,118 3,373
	217,510 2,748	208,999 2,370
	220,258 4,279 29,087 5,029 290 5,519	211,369 6,537 31,293 4,599 263 1,554
	44,204 - 24,450 9,827 18,604 2,994 11,385 5,945 6,108	44,246 22,321 26,497 10,577 22,825 8,325 8,485 4,910 -
	79,313	103,940
	343,775	359,555

Consolidated Segment wise Revenue & Results for the Quarter and Half Year ended September 30, 2020

	Particulars	Quarter Ended	Quarter Ended	Quarter Ended	Half Year Ended	Half Year Ended	Year Ended
		30-Sep-2020	30-Jun-2020	30-Sep-2019	30-Sep-2020	30-Sep-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
1 2	Digital and Application Services# Digital Foundation Services# Segment Revenue	79,711 18,234	80,526 18,598	91,768 15,460	160,237 36,832	180,546 33,784	351,518 66,650
	Revenue From Operations	97,945	99,124	107,228	197,069	214,330	418,168
	Digital and Application Services Digital Foundation Services Segment Results	15,480 2,904	11,877 2,526	14,421 1,872	27,357 5,429	28,092 3,137	46,983 8,036
	Segment Results	18,384	14,403	16,293	32,786	31,229	55,019
	Less: Finance costs Less: Unallocable expenditure net of unallocable income	1,317 4,680	1,517 2,742	1,396 3,333	2,834 7,421	3,059 6,019	6,051 11,389
	Profit before exceptional item and tax	12,387	10,144	11,564	22,531	22,151	37,579

==> picture [62 x 66] intentionally omitted <==

	Statement of Segment Assets & Liabilities ##	30-Sep-2020	30-Jun-2020	30-Sep-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Audited
1 2	Digital and Application Services Digital Foundation Services Inventories Digital and Application Services Digital Foundation Services Unbilled Revenue Digital and Application Services Digital Foundation Services Goodwill Digital and Application Services Digital Foundation Services Unallocable Assets Total Unbilled Revenue Trade Receivables Total Trade Receivables Total Inventories Total Goodwill Segment Assets	41,761 17,278 59,039 - - - 21,559 3,389 24,948 43,722 13,879 57,601 202,187	48,800 14,753 63,553 - 9,398 9,398 24,705 4,660 29,365 44,213 20,289 64,502 198,010	64,457 10,546 75,003 - 9,716 9,716 53,402 5,536 58,938 42,109 19,045 61,154 138,291	55,212 11,352 66,564 - 9,412 9,412 34,325 4,578 38,903 44,326 20,332 64,658 180,018
	TOTAL ASSETS	343,775	364,828	343,102	359,555
	Digital and Application Services Digital Foundation Services Unallocable Liabilities Unearned Revenue Total Unearned Revenue Segment Liabilities	1,897 589 2,486 121,031	1,622 3,258 4,880 140,473	7,792 2,796 10,588 126,714	2,041 2,440 4,481 143,705
	Total Liabilities	123,517	145,353	137,302	148,186

During the quarter ended June 30, 2020, nomenclatures of segments have been aligned to reflect their offerings. Consequently, we have renamed "Application Management Services" and "Infrastructure Management Services" to "Digital and Application Services" and "Digital Foundation Services" respectively. There are no other changes which impacts the segment reporting.

As the segmental Assets and liabilities pertaining to TPM business (which was a part of Digital Foundation Services) have been reclassified as Held For Sale, the said assets and liabilities have been classified under unallocable assets and liabilities. Also refer note 6 below.

Notes :

1 These unaudited results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder as amended from time to time. The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meeting held on October 29, 2020.

Consolidated Statement of Cash flows is attached as Annexure I. Results of Zensar Technologies Limited on a stand alone basis are hosted on	the Company's website www.zensar.com.	the Company's website www.zensar.com.	the Company's website www.zensar.com.	the Company's website www.zensar.com.	the Company's website www.zensar.com.	the Company's website www.zensar.com.
Stand-	Alone Financial Information
	(INR Lakhs)
Particulars	Quarter Ended			Half Year Ended		Year Ended
	30-Sep-2020	30-Jun-2020	30-Sep-2019	30-Sep-2020	30-Sep-2019	31-Mar-2020
	Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
Net profit for the period Profit before tax Revenue from operations	33,676 8,351 6,354	32,840 8,925 6,535	35,110 7,970 6,429	66,517 17,276 12,889	68,816 14,332 11,187	137,030 30,410 23,104

4 During the year ended March 31, 2020, Company reversed contingent consideration payable on business combinations consummated in previous year amounting to INR 2,568 lakhs [USD 3.6 million] based on company’s assessment, being no longer payable. This reversal is accounted under other income.
5 The Company continues to actively manage its business during COVID-19 pandemic and has not yet experienced significant changes on the business impact than estimated earlier. In assessing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, nothing has come to the attention of the Company through internal and external sources, which warrants a reassessment of carrying amounts of financial and non-financial assets on the expected future performance of the Company.
6 During the quarter ended 30th September 2020, in line with its strategy to focus on core businesses only, the Company had advanced its process to identify potential buyers for Third Party Maintenance (‘TPM’) business housed in its subsidiaries, PSI Holding Group Inc, Zensar Technologies IM Inc and Zensar Technologies IM B.V. (collectively referred to as "PSI Group” or “disposal group”).

Subsequently, on 19th October 2020, the Company signed an agreement subject to approval of shareholders and other approvals for sale of PSI Group for a consideration of USD 10 million receivable upfront (subject to working capital adjustment) and USD 5 million performance based deferred earnouts. Accordingly, for September 2020 results, carrying amount of assets amounting to Rs. 18,974 lakhs and liabilities amounting to Rs. 6,108 lakhs in respect of the disposal group have been reclassified as “Held For Sale". On reclassification, the disposal group has been measured at the lower of carrying amount and fair value less transaction cost associated to sell and consequently, an “Adjustment in respect of excess of carrying amount including goodwill over recoverable amount on classification as Held for Sale” of Rs. 8,873 lakhs has been recognized in the Consolidated Profit and Loss for the quarter and half year ended 30th September 2020 and disclosed as exceptional item. On the eventual disposal of Asset Held for Sale, the Zensar Group will reclassify balance in Foreign currency translation reserve as on that date to Consolidated Statement of Profit and Loss. The disposal group does not constitute a separate major component of the Zensar Group and therefore has not been classified as discontinued operations in the Consolidated Statement of Profit and Loss.

Mumbai Date: October 29, 2020

==> picture [64 x 68] intentionally omitted <==

For and on behalf of the Board Sandeep Kishore Managing Director & CEO DIN:07393680

Annexure I

Zensar Technologies Limited Consolidated Statement of Cash Flows

	(INR Lakhs)	(INR Lakhs)	(INR Lakhs)
Particulars	Half Year Ended		Year Ended
	30-Sep-2020	30-Sep-2019	31-Mar-2020
	Unaudited	Unaudited	Audited
Cash flow from operating activities Profit before taxation Exceptional Item Profit before exceptional item and tax Adjustments for: Depreciation, amortisation and impairment expense Employee share based payment expense Profit on sale of investments (mutual funds) Changes in fair value of financial assets/liabilities measured at fair value through profit and loss (Profit)/Loss on disposal of business/subsidiary Interest income Interest expense (Profit) / loss on sale of property, plant and equipment and intangible assets (net) Provision for doubtful debts and advances (net) Bad debts written off Provision no longer required and credit balances written back Unrealised exchange (gain) / loss (net) Operating profit before working capital changes Change in assets and liabilities (Increase)/ decrease in inventories (Increase)/decrease in trade receivables and Unbilled revenues (Increase)/ decrease in other assets Increase/ (decrease) in trade payables, other liabilities and provisions Increase/ (decrease) in employee benefit obligations Cash generated from operations Income taxes paid (net of refunds) Net cash inflow from operating activities Cash flow from investing activities Purchases of Property, plant and equipment and intangible assets Earnout to Subsidiaries Sale of Business/subsidiaries Sale of Property, plant and equipment and intangible assets Fixed Deposits placed Fixed Deposits redeemed Purchase of investments (Mutual Funds) Sale of investments (Mutual Funds) Interest income received Net cash used in investing activities Cash flow from financing activities Proceeds from issue of equity shares Dividend on equity shares and tax thereon Interest paid Payment of lease liabilities Proceeds from long-term borrowings Repayment of long-term borrowings Proceeds from short-term borrowings Repayment of short-term borrowings Net cash used in financing activities Effect of exchange differences on translation of cash and cash equivalents	13,658 (8,873) 22,531 8,759 392 (215) (513) - (520) 2,209 (6) (1,996) 3,327 (40) (2,099)	22,151 - 22,151 7,645 858 (580) 456 93 (194) 2,379 (3) (1,874) 1,600 - (1,122)	37,579 - 37,579 15,918 645 (1,409) 683 - (512) 5,167 (5) (1,749) 4,357 (2,581) (1,544)
	9,298 31,829 435 16,300 2,158 3,716 82	9,258 31,409 130 (6,445) 3,496 (3,684) 1,052	18,970 56,549 434 22,765 9,771 (10,786) 1,356
	54,520 (6,420)	25,958 (7,081)	80,089 (11,467)
	48,100	18,877	68,622
	(3,023) - - 13 (8,713) 1,404 (78,745) 67,431 373	(4,629) (4,988) 363 79 - 667 (47,870) 48,445 210	(7,818) (5,970) - 9 (2,554) 667 (121,530) 105,147 522
	(21,260) 14 - (263) (4,912) - (2,133) 7,567 (29,918)	(7,723) 70 (4,628) (669) (2,774) - (1,987) 1,050 -	(31,527) 152 (11,974) (1,184) (7,817) - (4,173) 28,237 (22,920)
	(29,645)	(8,938)	(19,679)
	(93)	2	39
Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the halfyear/year	(2,898)	2,218	17,455
	48,834 45,936	31,379 33,597	31,379 48,834

==> picture [66 x 70] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Zensar reports strong margins, Revenue grew by 0.6% QoQ

Pune, India, October 29, 2020 : Zensar, a digital solutions and technology services company that specialises in partnering with global organisations on their digital transformation journey, announced its consolidated financial results for Quarter ending September 30, 2020, of the fiscal year 2020-2021.

Financial Highlights:

In Q2FY21, the Company reported revenue of $131.6 Mn, an increase of 0.6% QoQ in USD terms
In Q2FY21, the PAT, excluding the one-time charge on TPM business held for sale, is at $12 Mn in USD terms and it was 9.1% of revenue
EBITDA increased from 14.4% in Q1FY21 to 18.8 % in Q2FY21. In absolute USD terms, this is an increase of 31.1% QoQ and 16.2% YoY
Gross Margin is at 34.1% in Q2FY21, as against 28.8% in Q1FY21. In absolute USD terms this amounted to QoQ and YoY increase by 19.2% and 1.2% respectively
Significant improvement in cash position with net cash in Q2 (net of debt) at USD 117 Mn as compared to USD 101Mn in Q1
Digital accounted for 61% of the overall revenues in Q2FY21
The financial services business has grown, with insurance and banking segment growing at 4.6% and 11.5% QoQ respectively
Consumer Services has shown recovery in Q2FY21 with 12.8% QoQ increase

Sandeep Kishore, Chief Executive Officer and Managing Director, Zensar Technologies, said , “

We have seen all our key metrics performing steadily in Q2FY21, as our adjusted PAT for the operating business at 9.1% was an increase of 24.0% QoQ in USD terms, our revenue has grown 0.6% on QoQ basis. Our people’s well-being continues to be our key priority as we enable them to perform seamlessly through secure remote working.”

Adding further he said , “Our Digital Foundation Services continues to perform consistently posting a YoY growth of 11.4%; we have seen stability in Consumer Services business as it grew 12.8% sequentially and with addition of new logos in our Financial services business which has increased by 6.7% QoQ. We won USD 175 M of total TCV wins including renewals in Q2.”

Navneet Khandelwal, Chief Financial Officer, Zensar Technologies said, “Our efforts at streamlining financial and operational fundamentals in Q2FY21 has resulted in effective cash and cost management. We have seen an improvement in our Gross Margin at 34.1% which is an increase of 530 basis points over the previous quarter. Our EBITDA is at 18.8%, an increase of 440 basis points QoQ, as we continue our rigor in improving our operational efficiencies. Our adjusted PAT for the operating business was at 9.1% which is an increase of 170 basis points QoQ.”

*In Q2FY21, including the exceptional item of loss amounting to USD 11.9 Million on account of adjustment in respect of excess of carrying amount including goodwill over recoverable amount on classification as “Held for Sale”, reported PAT is USD 0.1 Million (Refer Note 6 of Published Quarterly Financial Results for Q2 FY21).

Significant Wins in Q2FY21:

Application and development mandate for a large US based hi-tech company
Digital commerce services for a large US based hi-tech company
Application and development services for a large diversified American conglomerate

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Analytics and data science services for a leading bank from South Africa
Policy implementation services for a niche insurance company in the US
Cloud and infrastructure services for a US based large eye care company

Corporate Excellence Q2FY21:

Zensar granted US patent for its innovative tool enabling direct conversation with the organization’s leadership - ZenVerse™
Zensar’s digital transformation journey featured as a case study by the prestigious London Business School
Zensar recognized as aspirant in Salesforce Marketing and Commerce Cloud Services PEAK Matrix® Assessment 2020
Zensar has been recognized as an Aspirants in Cloud-Native Application Development Services PEAK Matrix® Assessment 2020
Zensar mentioned in Gartner's Blockchain Market Guide
Zensar mentioned as "Major Contender "in Everest Digital Interactive Experience (IX) Services PEAK Matrix® Assessment 2020
Zensar featured as Aspirant in Everest group’s Data and Analytics (D&A) Services PEAK Matrix® Assessment 2020

Note: All numbers are as per the Ind-AS reporting standard

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

About Zensar (www.zensar.com)

Zensar is a leading digital solutions and technology services company that specialises in partnering with global organisations across industries on their Digital Transformation journey. A technology partner of choice, backed by strong track-record of innovation; credible investment in Digital solutions; assertion of commitment to client’s success, Zensar’s comprehensive range of digital and technology services and solutions enable its customers to achieve new thresholds of business performance. Zensar, with its experience in delivering excellence and superior client satisfaction through myriad technology solutions, is uniquely positioned to help them surpass challenges around running their existing business most efficiently, helping in their legacy transformation, and planning for business expansion and growth through innovative and digital ways.

Follow Zensar via:

Zensar Blog: http://www.zensar.com/blogs Twitter: https://twitter.com/Zensar LinkedIn: https://www.linkedin.com/company/zensar-technologies Facebook: https://www.facebook.com/Zensar Catch our refreshed new website at: www.zensar.com

About RPG Enterprises (www.rpggroup.com)

RPG Enterprises, established in 1979, is one of India's fastest growing business groups with a turnover of Rs 23000 Cr. The group has diverse business interests in the areas of Infrastructure, Tyres, Pharma, IT and Specialty as well as in emerging innovation led technology businesses.

For any queries please feel free to reach out:

PR Contacts (Global Headquarters - India): Aradhana Prabhu Public Relations Zensar Technologies [email protected]

Safe Harbor

Certain statements in this release concerning our future prospects are forward-looking statements which involve a number of underlying identified / non identified risks and uncertainties that could cause actual results to differ materially. This release and other statements – written and oral –that we periodically make contain forward-looking statements that set out anticipated results based on the management’s plans and assumptions. However the same are subject to risks and uncertainties, including but not limited to, our ability to manage growth; fluctuations in earnings /exchange rates; intense competition in IT services including factors affecting cost advantage; wage increases; ability to attract and retain highly skilled professionals; time and cost overruns on fixed price, fixed-time frame or other contracts; client concentration; restrictions on immigration; our ability to manage international operations; reduced demand for technology in our service offerings; disruptions in telecommunication networks; our ability to successfully complete and integrate acquisitions; liability for damages on our service contracts; government measures in India and countries where our customer operate, withdrawal of governmental fiscal incentives; economic downturn in India, and/or around the world, political instability, legal restrictions on raising capital or acquiring companies; and unauthorized use of intellectual property and general economic conditions affecting the industry.

In addition to the foregoing, global pandemic like COVID-19 may pose an unforeseen, unprecedented, unascertainable and constantly evolving risk(s), inter-alia, to us, our customers, delivery models, vendors, partners, employees, general global operations and may also impact the success of companies in which we have made strategic investments, demand for Company’s offerings and the onshore-offshore-nearshore delivery model.

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

The results of these assumptions made relying on available internal and external information are the basis for determining the carrying values of certain assets and liabilities. Since the factors underlying these assumptions are subject to change over time, the estimates on which they are based, are also subject to change accordingly. These forward-looking statements represent only the Company’s current intentions, beliefs or expectations, and any forward-looking statement speaks only as of the date on which it was made. The Company assumes no obligation to revise or update any forwardlooking statements, whether as a result of new information, future events, or otherwise.

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Zensar reports strong margins, Revenue grew by 0.6% QoQ

Financial Highlights:

In Q2FY21, the Company reported revenue of $131.6 Mn, an increase of 0.6% QoQ in USD terms
In Q2FY21, the PAT, excluding the one-time charge on TPM business held for sale, is at $12 Mn in USD terms and it was 9.1% of revenue
EBITDA increased from 14.4% in Q1FY21 to 18.8 % in Q2FY21. In absolute USD terms, this is an increase of 31.1% QoQ and 16.2% YoY
Gross Margin is at 34.1% in Q2FY21, as against 28.8% in Q1FY21. In absolute USD terms this amounted to QoQ and YoY increase by 19.2% and 1.2% respectively
Significant improvement in cash position with net cash in Q2 (net of debt) at USD 117 Mn as compared to USD 101Mn in Q1
Digital accounted for 61% of the overall revenues in Q2FY21
The financial services business has grown, with insurance and banking segment growing at 4.6% and 11.5% QoQ respectively
Consumer Services has shown recovery in Q2FY21 with 12.8% QoQ increase

Sandeep Kishore, Chief Executive Officer and Managing Director, Zensar Technologies, said , “

Significant Wins in Q2FY21:

Application and development mandate for a large US based hi-tech company
Digital commerce services for a large US based hi-tech company
Application and development services for a large diversified American conglomerate

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Analytics and data science services for a leading bank from South Africa
Policy implementation services for a niche insurance company in the US
Cloud and infrastructure services for a US based large eye care company

Corporate Excellence Q2FY21:

Zensar granted US patent for its innovative tool enabling direct conversation with the organization’s leadership - ZenVerse™
Zensar’s digital transformation journey featured as a case study by the prestigious London Business School
Zensar recognized as aspirant in Salesforce Marketing and Commerce Cloud Services PEAK Matrix® Assessment 2020
Zensar has been recognized as an Aspirants in Cloud-Native Application Development Services PEAK Matrix® Assessment 2020
Zensar mentioned in Gartner's Blockchain Market Guide
Zensar mentioned as "Major Contender "in Everest Digital Interactive Experience (IX) Services PEAK Matrix® Assessment 2020
Zensar featured as Aspirant in Everest group’s Data and Analytics (D&A) Services PEAK Matrix® Assessment 2020

Note: All numbers are as per the Ind-AS reporting standard

Q2 FY 21 Revenue and profitability snapshot

Particulars	Q2 FY21	Q2 FY21	Growth	Growth	Growth	Growth	Growth	Growth
	USD Mn	INR Mn	Q-o-Q			Y-o-Y
			USD	INR	CC	USD	INR	CC
Revenue	131.6	9794	0.6%	-1.2%	-0.6%	-13.6%	-8.7%	-12.8%
EBITDA	24.7	1842	31.1%	28.8%		16.2%	22.8%
EBIT	18.9	1410	45.5%	42.9%		19.6%	26.4%
Adjusted PAT*	12.0	892	24.0%	21.7%		5.7%	11.7%

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Performance Highlights

Revenue (USD M)

==> picture [231 x 150] intentionally omitted <==

----- Start of picture text -----

152.3
143.3 140.6
130.8 131.6
Q2 FY 20 Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21
----- End of picture text -----

Gross Margin (% Revenue)

==> picture [228 x 155] intentionally omitted <==

----- Start of picture text -----

34.1%
29.1% 28.9% 28.8%
23.6%
Q2 FY 20 Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21
----- End of picture text -----

EBITDA (% Revenue)

PAT (% Revenue)*

==> picture [498 x 151] intentionally omitted <==

----- Start of picture text -----

9.1%
18.8%
7.4% 7.4%
14.0% 13.9% 14.4% 6.8%
3.9%
6.8%
Q2 FY 20 Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21 Q2 FY 20 Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21
----- End of picture text -----

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Income Statement (USD Mn)

Income Statement(USD Mn)	Q2 FY 20 FY 20 Q1 FY 21 Q2 FY 21

Operating revenue	152.3 589.5 130.8 131.6
Sequential Growth Year-Over-Year Growth Cost of revenue	-0.7% -7.0% 0.6% 12.8% 5.8% -14.7% -13.6% 107.9 425.6 93.1 86.7
Grossprofit	44.3 163.9 37.7 44.9
Gross profit % of revenue Sequential Growth Year-Over-Year Growth Sales and marketing expenses General and administration expenses Operating expenses % of revenue Other operating income	29.1% 27.8% 28.8% 34.1% -1.7% -7.2% 19.2% 11.9% 0.8% -16.5% 1.2% 9.8 38.3 7.0 8.4 13.2 53.2 11.8 11.8 23.0 91.5 18.8 20.1 15.1% 15.5% 14.4% 15.3% - 0.0 - -
Earnings before interest, tax, depreciation and amortization(EBITDA)	21.3 72.4 18.9 24.7
EBITDA % of revenue Sequential Growth Year-Over-Year Growth Depreciation and amortisation	14.0% 12.3% 14.4% 18.8% -2.3% -3.5% 31.1% 17.2% -0.4% -13.4% 16.2% 5.5 22.4 5.9 5.8
Earnings before interest and tax(EBIT)	15.8 50.0 13.0 18.9
EBIT % of revenue Sequential Growth Year-Over-Year Growth Interest Exchange Gain/(Loss) Other income	10.4% 8.5% 10.0% 14.4% -3.1% -5.9% 45.5% 5.7% -16.6% -20.3% 19.6% 2.0 8.5 2.0 1.8 2.4 6.4 1.1 -1.4 0.1 6.1 1.2 0.8
Profit before tax*	16.4 53.9 13.4 16.6
% of revenue Sequential Growth Year-Over-Year Growth Provision for taxation	10.8% 9.1% 10.2% 12.6% 2.3% -2.1% 24.4% -14.5% -18.4% -16.6% 1.4% 4.7 14.9 3.5 4.4
*Profit after tax(before minority interest) **	11.7 39.0 9.9 12.2
% of revenue Minority interest	7.7% 6.6% 7.6% 9.3% 0.4 1.2 0.2 0.2
Profit after tax *	11.3 37.8 9.7 12.0
Profit after tax % of revenue Sequential Growth Year-Over-Year Growth	7.4% 6.4% 7.4% 9.1% 0.2% 0.7% 24.0% -16.4% -18.7% -14.5% 5.7%

*Before Exceptional Item

In Q2FY21, including the exceptional item of loss amounting to USD 11.9 Million on account of adjustment in respect of excess of carrying amount including goodwill over recoverable amount on classification as “Held for Sale”, reported PAT is USD 0.1 Million (Refer Note 6 of Published Quarterly Financial Results for Q2 FY21).

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

Income Statement (INR Mn)

Income Statement(INR Mn)	Q2 FY 20 FY 20 Q1 FY 21 Q2 FY 21

Operating revenue	10,723 41,768 9,912 9,794
Sequential Growth Year-Over-Year Growth Cost of revenue	0.6% -2.6% -1.2% 13.3% 7.1% -7.0% -8.7% 7,600 30,159 7,058 6,454
Grossprofit	3,123 11,608 2,855 3,340
Gross profit % of revenue Sequential Growth Year-Over-Year Growth Sales and marketing expenses General and administration expenses Operating expenses % of revenue Other operating income	29.1% 27.8% 28.8% 34.1% -0.5% -2.8% 17.0% 12.4% 2.2% -9.0% 6.9% 690 2,715 528 623 933 3,767 896 875 1,623 6,482 1,424 1,498 15.1% 15.5% 14.4% 15.3% - 2 - -
Earnings before interest, tax, depreciation and amortization(EBITDA)	1,500 5,128 1,430 1,842
EBITDA % of revenue Sequential Growth Year-Over-Year Growth Depreciation and amortisation	14.0% 12.3% 14.4% 18.8% -1.0% 1.0% 28.8% 17.7% 1.0% -5.6% 22.8% 385 1,592 444 432
Earnings before interest and tax(EBIT)	1,115 3,536 987 1,410
EBIT % of revenue Sequential Growth Year-Over-Year Growth Interest Exchange Gain/(Loss) Other income	10.4% 8.5% 10.0% 14.4% -1.8% -1.4% 42.9% 6.2% -15.5% -13.2% 26.4% 139 605 152 132 172 448 86 -102 9 435 93 63
Profit before tax*	1,156 3,815 1,014 1,239
% of revenue Sequential Growth Year-Over-Year Growth Provision for taxation	10.8% 9.1% 10.2% 12.6% 3.7% 2.5% 22.1% -14.1% -17.1% -9.1% 7.1% 329 1,057 265 328
*Profit after tax(before minority interest) **	827 2,757 749 910
% of revenue Minority interest	7.7% 6.6% 7.6% 9.3% 28 82 16 18
Profit after tax*	799 2,676 733 892
Profit after tax % of revenue Sequential Growth Year-Over-Year Growth	7.4% 6.4% 7.4% 9.1% 1.5% 5.5% 21.7% -16.1% -17.5% -6.9% 11.7%

*Before Exceptional Item

In Q2FY21, including the exceptional item of loss amounting to INR 887 Million on account of adjustment in respect of excess of carrying amount including goodwill over recoverable amount on classification as “Held for Sale”, reported PAT is INR 5 Million (Refer Note 6 of Published Quarterly Financial Results for Q2 FY21).

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

	Other Metrics	Q2 FY 20 FY 20 Q1 FY 21 Q2 FY 21
	Revenue by Service Offering (as % of Revenue) Digital & Application Services (DAS) Digital Services Core Application Services Digital Foundation Services (DFS) Cloud, Digital Led next gen CIS Core Infrastructure Services Third Party Maintenance (TPM) *Total Digital Services*	85.6% 84.0% 81.2% 81.4% 44.2% 45.7% 50.5% 51.9% 41.3% 38.3% 30.7% 29.5% 14.4% 16.0% 18.8% 18.6% 5.9% 6.6% 8.9% 9.1% 4.4% 5.3% 5.5% 5.2% 4.1% 4.0% 4.3% 4.4% *50.1%* *52.4%* *59.5%* *61.0%*
	Revenue by Industry (as % of Revenue) Hi-Tech Mfg Consumer Services Insurance Banking Emerging	40.1% 40.7% 46.2% 43.9% 12.9% 12.9% 12.4% 12.0% 15.9% 15.4% 12.0% 13.5% 20.8% 19.7% 18.8% 19.5% 7.6% 8.1% 8.0% 8.9% 2.7% 3.3% 2.6% 2.3%
	Revenue by Geographical Segment (as % of Revenue) US Europe Africa	74.0% 74.7% 76.0% 74.4% 15.3% 15.2% 14.2% 15.3% 10.6% 10.1% 9.8% 10.3%
	Revenue by Project Type (as % of Revenue) Fixed Price Time & Materials	57.4% 57.8% 61.3% 61.9% 42.6% 42.2% 38.7% 38.1%
	Constant Currency Operating revenue (Constant Currency mn) Sequential Growth Year-Over-Year Growth Constant Currency Growth by Industry (QoQ %) Hi-Tech Mfg Consumer Services Insurance Banking Emerging	153.7 594.7 133.8 130.0 0.3% 6.7% -4.8% -0.6% 13.4% 6.7% -12.1% -12.8% -0.3% 10.6% 3.5% -4.7% -0.8% 11.6% -4.3% -3.8% -6.5% -20.3% -20.8% 11.3% 17.2% 13.2% -7.0% 2.3% 7.9% 49.6% -12.8% 6.6% -45.5% 10.3% -7.5% -10.8%

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

	Other Metrics	Q2 FY 20 FY 20 Q1 FY 21 Q2 FY 21
	Client Data Number of million dollar Clients (LTM Revenue) 1 Million Dollar + 5 Million Dollar + 10 Million Dollar + 20 Million Dollar + Revenue from top clients Revenue- top 5 clients Revenue- top 10 clients Revenue- top 20 clients	Q3 FY 19 FY 18 Q2 FY 19 Q3 FY 19 93 87 85 86 23 24 24 24 9 10 9 8 2 2 2 2 37.6% 37.2% 41.2% 38.0% 48.0% 47.7% 51.4% 48.7% 62.6% 61.3% 65.2% 62.9% 309 283 252 256
	Number of active clients

	Onsite: Offshore (as % of Revenue) Revenue mix Onsite Offshore Utilization Utilization (excluding Trainees) Employee data Headcount Technical - Onsite Technical - Offshore	66.7% 66.6% 65.0% 61.9% 33.3% 33.4% 35.0% 38.1% 84.1% 83.5% 82.2% 83.3% 10,219 9,524 9,027 8,614 2,537 2,318 2,218 1,951 6,353 6,119 5,919 5,768 977 3,327 229 394 30.6% 30.3% 30.2% 30.3%
	Gross employees added during the period

	% of women employees
	Attrition	17.0% 16.3% 13.5% 11.7%

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

	Other Metrics	Q2 FY 20 FY 20 Q1 FY 21 Q2 FY 21
	Exchange Rates Rupee Dollar Rate Period Closing Rate Period Average Rate Accounts receivables (in days) Billed Unbilled	70.9 75.7 75.5 73.8 70.4 70.9 75.8 74.4 57 54 49 55 45 33 26 22
	Total	102 87 75 76
	Summary of Cash and Cash Equivalents* Cash and Cash Equivalents (USD mn) Balances with Banks	47.8 68.3 86.8 76.0
	Investment in Mutual Funds Debt (USD mn) Total Outstanding Hedges (In USD) Capex (USD Mn)	12.8 35.3 42.6 52.8 47.2 43.8 28.3 11.5 167.3 163.1 152.6 172.0 1.5 11.0 2.6 1.5

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises (www.rpggroup.com)

For any queries please feel free to reach out:

PR Contacts (Global Headquarters - India): Aradhana Prabhu Public Relations Zensar Technologies [email protected]

Safe Harbor

==> picture [595 x 73] intentionally omitted <==

==> picture [595 x 72] intentionally omitted <==

companies in which we have made strategic investments, demand for Company’s offerings and the onshore-offshore-nearshore delivery model.

==> picture [595 x 73] intentionally omitted <==

==> picture [147 x 44] intentionally omitted <==

Analyst Presentation – Q2FY21 Quarter Endin Se tember 30 2020 g p ,

www.zensar.com | © Zensar Technologies 2020

Q2 FY21

Safe Harbor

==> picture [101 x 39] intentionally omitted <==

Certain statements in this release concerning our future prospects are forward-looking statements which involve a number of underlying identified / non identified risks and uncertainties that could cause actual results to differ materially. This release and other statements – written and oral – that we periodically make contain forward-looking statements that set out anticipated results based on the management’s plans and assumptions. However the same are subject to risks and uncertainties, including but not limited to, our ability to manage growth; fluctuations in earnings /exchange rates; intense competition in IT services including factors affecting cost advantage; wage increases; ability to attract and retain highly skilled professionals; time and cost overruns on fixed price, fixed-time frame or other contracts; client concentration; restrictions on immigration; our ability to manage international operations; reduced demand for technology in our service offerings; disruptions in telecommunication networks; our ability to successfully complete and integrate acquisitions; liability for damages on our service contracts; government measures in India and countries where our customer operate, withdrawal of governmental fiscal incentives; economic downturn in India, and/or around the world, political instability, legal restrictions on raising capital or acquiring companies; and unauthorized use of intellectual property and general economic conditions affecting the industry.

The results of these assumptions made relying on available internal and external information are the basis for determining the carrying values of certain assets and liabilities. Since the factors underlying these assumptions are subject to change over time, the estimates on which they are based, are also subject to change accordingly. These forward-looking statements represent only the Company’s current intentions, beliefs or expectations, and any forward-looking statement speaks only as of the date on which it was made. The Company assumes no obligation to revise or update any forward-looking statements, whether as a result of new information, future events, or otherwise.

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

www.zensar.com | © Zensar Technologies 2020

Q2 FY21

Overview

==> picture [101 x 39] intentionally omitted <==

==> picture [235 x 142] intentionally omitted <==

==> picture [717 x 142] intentionally omitted <==

----- Start of picture text -----

Q2 FY21 Revenue at USD 131.6 M
(QoQ 0.6% in $ terms)
----- End of picture text -----

==> picture [75 x 71] intentionally omitted <==

Part of USD 4 B RPG Group

Portfolio Company of the USD 50 B APAX Group

61.0% Digital Revenue (Q2 FY21)

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

www.zensar.com | © Zensar Technologies 2020

Q2 FY21 Snapshot

==> picture [101 x 39] intentionally omitted <==

==> picture [81 x 18] intentionally omitted <==

----- Start of picture text -----

Q2 FY21
----- End of picture text -----

==> picture [882 x 284] intentionally omitted <==

----- Start of picture text -----

USD131.6M 34.1% 18.8% 9.1%
Revenue, up by 0.6% QoQ GM, up by 530 bps QoQ EBITDA, Up 440bps QoQ PAT, Up by 170bps QoQ
Core revenue at USD 125.8M Core business EBITDA at 19.4%
Net Cash
Headcount USD USD
117.2M
1.5+B 175M+
8614
USD
Attrition 11.7% Pipeline Q2FY21 Wins Gross cash 128.7 Mn
Women Employee: 30.3% Up by 25 M QoQ
----- End of picture text -----*

Attrition 11.7% Women Employee: 30.3%

*Excluding the exceptional item of loss amounting to USD 11.9 Million on account of adjustment in respect of excess of carrying amount including goodwill over recoverable amount on classification as “Held for Sale” (Refer Note 6 of Published Quarterly Financial Results for Q2 FY21)

As a commitment to focus on core business, Zensar has entered into a definitive agreement to divest TPM business

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

www.zensar.com | © Zensar Technologies 2020

==> picture [698 x 334] intentionally omitted <==

==> picture [32 x 36] intentionally omitted <==

Financial Update

www.zensar.com | © Zensar Technologies 2020

Q2 FY21

Revenue & EBITDA Walk

==> picture [101 x 39] intentionally omitted <==

==> picture [493 x 198] intentionally omitted <==

----- Start of picture text -----

131.6
130.8
1.6%
-2.2%
1.2%
Q1FY21 Rev Mix & Hi-Tech Impact Exchange Impact Q2FY21
Volume -2.9 +1.6 M
+2.1M
----- End of picture text -----

Revenue Walk (In USD M terms)

==> picture [749 x 224] intentionally omitted <==

----- Start of picture text -----

-0.2%
3.7% 18.8%
-0.7%
1.3%
EBITDA Walk 0.3 %
14.4%
(In % of Rev terms)
Gross Margin
Q1FY21 Exchange Volume & Direct Cost Exchange SG&A Q2FY21
USD 18.9 M Impact Utilization Optimization Impact -1.1 M USD 24.7 M
+0.5 M +1.7 M +5.1 M -0.3 M
----- End of picture text -----

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

www.zensar.com | © Zensar Technologies 2020

Q2 FY21

Client Metrics

MILLION DOLLAR CLIENTS (LTM)

==> picture [453 x 279] intentionally omitted <==

----- Start of picture text -----

24 24 24 24
23
10 10 9
9 8
2 2 2 2 2
Q2 FY 20 Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21
5M+ Clients 10M+ Clients 20M+ Clients
----- End of picture text -----

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

==> picture [101 x 39] intentionally omitted <==

CLIENT CONCENTRATION

==> picture [382 x 354] intentionally omitted <==

----- Start of picture text -----

62.9%
Q2 FY 21 48.7%
38.0%
65.2%
Q1 FY 21 51.4%
41.2%
60.4%
Q4 FY 20 47.0%
38.0%
63.6%
Q3 FY 20 49.3%
39.6%
62.6%
Q2 FY 20 48.0%
37.6%
Top 20 Top 10 Top 5
----- End of picture text -----

www.zensar.com | © Zensar Technologies 2020

Q2 FY21

Revenue Split

==> picture [101 x 39] intentionally omitted <==

Region Split & Growth ( $ USD)

==> picture [147 x 34] intentionally omitted <==

----- Start of picture text -----

QoQ YoY
----- End of picture text -----

==> picture [80 x 32] intentionally omitted <==

----- Start of picture text -----

Geography
----- End of picture text -----

==> picture [214 x 138] intentionally omitted <==

----- Start of picture text -----

10.3%
15.3%
74.4%
----- End of picture text -----

US (1.5%) (13.1%) Europe 8.1% (13.9%) Africa 6.0% (16.4%)

Europe

US Europe SA

8.9% 2.3%

Vertical Split & Growth ( $ USD)

Vertical QoQ YoY 13.5% 12.0% Consumer Serv. 12.8% (26.9%) Hi-Tech (4.5%) (5.4%) Manufacturing (2.9%) (19.9%) Hi Tech Mfg Insurance 4.6% (19.0%) Consumer Services Insurance Banking 11.5% 1.5% Banking Emerging

Service Line Split & Growth ( $ USD)

==> picture [294 x 128] intentionally omitted <==

----- Start of picture text -----

18.6%
81.6%
81.4%
----- End of picture text -----

==> picture [150 x 28] intentionally omitted <==

----- Start of picture text -----

QoQ YoY
----- End of picture text -----

Digital & Application Services (DAS) 0.8% (17.8%) (0.2%) 11.4% Digital Foundation Services (DFS)*

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

DAS

DFS

www.zensar.com | © Zensar Technologies 2020

Q2 FY21

TPM Business divestment

==> picture [101 x 39] intentionally omitted <==

Zensar has signed a definitive agreement with Service Express, a leading Third-Party Maintenance service provider, to divest its TPM business, by way of a 100% share sale of Zensar’s shareholding in PSI Holding Group, a Zensar subsidiary

USD 10M at Closing date subject to working capital adjustment + Consideration on Sale Deferred earnout of USD 5M based on performance, set out in the SPA Estimated Loss USD 11 - 13 M

Reiterating the focus on Core Business

As part of its long-term strategy, Zensar identified two non-core businesses – Rest of the World (RoW) business, divested in 2019 and TPM business, divested in Oct 2020.

The transaction is EBITDA accretive for Zensar

==> picture [880 x 140] intentionally omitted <==

----- Start of picture text -----

FY20 (Apr’19 – Mar’20) Q1 FY21 (Apr’20 – Jun’20) Q2 FY21 (Jul – Sep)
Particulars
Total (w/ TPM) Core Business Total (w/ TPM) Core Business Total (w/ TPM) Core Business
Revenues 589.5 566.0 130.8 125.2 131.6 125.8
EBITDA (%) 12.3% 12.6% 14.4% 14.9% 18.8% 19.4%
Note: The closing of the transaction is subject to approval by shareholders of Zensar Technologies Limited
----- End of picture text -----

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

==> picture [698 x 334] intentionally omitted <==

==> picture [32 x 36] intentionally omitted <==

Business Update

$150 $175 Mn+ Mn+ TCV wins in TCV wins in Q2 FY21Q1 FY21 Healthy Pipeline atRenewals & New Wins in existing and new TCV 1.5Bn+ clients despite COVID impact

==> picture [116 x 38] intentionally omitted <==

==> picture [42 x 39] intentionally omitted <==

Wins & Pipeline Highlights Proactive proposals land robust wins in Top existing clients

Q2 FY21

==> picture [630 x 206] intentionally omitted <==

----- Start of picture text -----

Large diversified American US-based global medical
conglomerate device company
Large US based hi-tech
Leading bank from South
Africa company
American technical UK based insurance
professional services firm company
----- End of picture text -----

PIPELINE

==> picture [290 x 122] intentionally omitted <==

----- Start of picture text -----

Focus on creating Proactive
Pipeline by new propositions &
financial engineering
50% pipeline from large deals
(>5M USD TCV)
----- End of picture text -----

==> picture [291 x 125] intentionally omitted <==

----- Start of picture text -----

Strong Recovery in Q2FY21
post COVID Impact
Strong momentum across the
DFS and BFS verticals
----- End of picture text -----

Q2 FY21

Domain-Led BFSI Strategy

==> picture [101 x 39] intentionally omitted <==

Market Trends that we see…

Traction in Digital banking, improve CX, well capitalized, regulatory compliance

Banking Banking

Four key levers that will help us accelerate our growth in Banking & Financial Services are…

Areas include Industry consolidation, RoboAdvisory, fintech competition

Capital Markets

Higher demand in re-financing, more mortgage default

Mortgage & Lending

Reduced transaction volumes, focus on getting newer revenue streams

Payments

Leveraging Telematics, Big Data, personalization P&C Insurance

Higher life expectancy, low interest rates, higher market volatility

Life & Annuity

==> picture [407 x 234] intentionally omitted <==

----- Start of picture text -----

BFSI Leverage
Domain Alliances &
Capabilities Partnerships
Presence of strong
Market leading
Leadership
offerings & solutions
----- End of picture text -----

Key Engagements

360-degree services partner Leading Financial Services group in South ~~A~~ frica

Digital Channel & Marketing Transformation at American payments company

Multi-tower IT Infra Application Development and management & Digital Automation in asset development at international management company 11 financial institution

Featured by HBS and LBS Delivering Digital-Led Business Impact to our Clients

==> picture [288 x 275] intentionally omitted <==

==> picture [289 x 274] intentionally omitted <==

==> picture [152 x 46] intentionally omitted <==

==> picture [100 x 87] intentionally omitted <==

Zensar’s Accelerated Digital Transformation Journey - A Case Study at London Business School

Zensar - A Transformative Case Study at Harvard Business School

==> picture [98 x 30] intentionally omitted <==

Q2 FY21

Six tenets of Zensar’s COVID-19 Response

==> picture [100 x 39] intentionally omitted <==

Launch of Client first initiatives to drive high speed and effective client mining. Our proactive proposals continue to build a healthy pipeline

Security monitoringExternal Advisory inputs, Anti Threat Protection , Protection against phishing and ransomware attacks

Continuous 360 stakeholder connect. Focused on business transformation offerings to reimagine & repositions customer’s business

==> picture [16 x 8] intentionally omitted <==

==> picture [25 x 9] intentionally omitted <==

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

Opportunities Zensar’s COVID-19 Nerve Center Cybersecurity

Focus on cash collections & conservation. Credit lines tracked closely. Improved our cash position with net cash as $117 Mn from $101 Mn QoQ

Use of in-house digital platform to track wellness and set-up swift response. 100% Adoption of Digital Native App to track and support associate’s health real time

Increasingly able to create billable opportunities to neutralize the COVID Impact. Attrition is down at 11.7%

Analyst Coverage & Recognition

==> picture [101 x 39] intentionally omitted <==

Q2 FY21

Zensar mentioned as "Major Contender "in Everest Digital Interactive Experience (IX) Services PEAK Matrix® Assessment 2020

==> picture [18 x 19] intentionally omitted <==

==> picture [156 x 54] intentionally omitted <==

==> picture [18 x 21] intentionally omitted <==

Zensar featured as Aspirant in Everest group’s Data and Analytics (D&A) Services PEAK Matrix® Assessment 2020

==> picture [142 x 33] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

Zensar mentioned in Gartner's Blockchain Market Guide

Zensar recognized as aspirants in Salesforce Marketing and Commerce Cloud Services PEAK Matrix® Assessment 2020

==> picture [17 x 20] intentionally omitted <==

==> picture [133 x 57] intentionally omitted <==

==> picture [17 x 21] intentionally omitted <==

Zensar has been recognized as an Aspirants in Cloud-Native Application Development Services PEAK Matrix® Assessment 2020

Zensar granted US patent for its innovative tool enabling direct conversation with the organization’s leadership - ZenVerse™

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

==> picture [698 x 334] intentionally omitted <==

==> picture [32 x 36] intentionally omitted <==

RPG Group Overview

RPG Group: Key Financials

==> picture [100 x 39] intentionally omitted <==

Q2 FY21

FY16-20 CAGR: EBITDA 6.5% PAT 6.0%

FY16-20 CAGR: 7.6%

Gross Total Income (Rs Cr.)

EBITDA PAT

==> picture [342 x 161] intentionally omitted <==

----- Start of picture text -----

2,594
2,423
2,218
2,014 2,045
1,099 1,111
980 1,031
879
FY16 FY17 FY18 FY19 FY20
----- End of picture text -----

==> picture [343 x 141] intentionally omitted <==

----- Start of picture text -----

24,682
23,833
21,766
20,052
19,271
FY16 FY17 FY18 FY19 FY20
----- End of picture text -----

==> picture [354 x 222] intentionally omitted <==

----- Start of picture text -----

Net Worth ROE ROCE
8,441 40.0%
7,775
35.0%
6,925
6,066 30.0%
5,260 16.7% 16.2% 14.9% 14.2% 25.0%
16.0%16.7% 16.2% 14.9% 14.1% 10.7% 20.0%
11.6% 12.3% 12.0% 11.0% 15.0%
10.6%
10.0%
11.6% 12.3% 12.0% 11.0%
13.2%
5.0%
0.0%
FY16 FY17 FY18 FY19 FY20
Note:
1) ROCE is calculated by taking EBIT(1-ETR) divided by Capital Employed
2) ROE is calculated by taking PAT divided by Net-worth
3) Market Cap updated till 22 [nd] October 2020
----- End of picture text -----*

==> picture [375 x 188] intentionally omitted <==

----- Start of picture text -----

Market Cap
25,000
18,469
20,000
15,000
8,525
10,000
5,000
4,277
-
Group CEAT KEC ZENSAR
----- End of picture text -----

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [22 x 9] intentionally omitted <==

----- Start of picture text -----

4,367
----- End of picture text -----

RPG Group: Key Financials

==> picture [100 x 39] intentionally omitted <==

Q2 FY21

==> picture [914 x 199] intentionally omitted <==

----- Start of picture text -----

Share Price in Rs. Total Volume
250 3,000,000
2,500,000
200
2,000,000
150
1,500,000
100
1,000,000
50
500,000
- -
Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20
----- End of picture text -----

Equity Share Information:

Share Price (22[nd] October 2020): INR 189.70/ share
Market Cap (22[nd] October 2020):INR 4,277 Crs
Financial Year: April to March
Face Value: INR 2 / share
Listed on Indian Stock Exchanges:
a) Bombay Stock Exchange (code: 504067)
b) National Stock Exchange (code: ZENSARTECH)
Bloomberg Code: ZENT.IN
Reuters Code: ZENT.BOx

==> picture [25 x 9] intentionally omitted <==

==> picture [17 x 16] intentionally omitted <==

==> picture [19 x 16] intentionally omitted <==

==> picture [33 x 16] intentionally omitted <==

Shareholding Pattern (as on 30[th] September 2020):

==> picture [303 x 179] intentionally omitted <==

----- Start of picture text -----

11.9%
16.0%
49.2%
22.9%
Promoter Apax Partners FPIs DIIs/ Others
----- End of picture text -----

==> picture [40 x 58] intentionally omitted <==

==> picture [147 x 44] intentionally omitted <==

AI assistant

Zensar Technologies Ltd. — Interim / Quarterly Report 2021

61559_rns_2020-10-29_31955df7-6213-46b8-a81d-71f3bfb573c7.pdf

BSE Limited

The National Stock Exchange of India Ltd.

Subject: Outcome of the Board Meeting held on October 29, 2020

1. Financial Results

2. Press Release & Analyst Presentation

3. Amalgamation/Merger of Cynosure Interface Services Private Limited with the Company

Encl. As above

Details of Transaction

Amalgamation/Merger of Cynosure Interface Services Private Limited, India into the Company

INDEPENDENT AUDITOR’S REVIEW REPORT ON REVIEW OF INTERIM STANDALONE FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Zensar Technologies Limited Standalone Statement of Cash Flows

INDEPENDENT AUDITOR’S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Annexure to Auditor’s Review Report

List of Entities:

Statement of Assets & Liabilities

As the segmental Assets and liabilities pertaining to TPM business (which was a part of Digital Foundation Services) have been reclassified as Held For Sale, the said assets and liabilities have been classified under unallocable assets and liabilities. Also refer note 6 below.

Notes :

Zensar Technologies Limited Consolidated Statement of Cash Flows

Zensar reports strong margins, Revenue grew by 0.6% QoQ

Financial Highlights:

Sandeep Kishore, Chief Executive Officer and Managing Director, Zensar Technologies, said , “

Significant Wins in Q2FY21:

Corporate Excellence Q2FY21:

Note: All numbers are as per the Ind-AS reporting standard

About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises (www.rpggroup.com)

For any queries please feel free to reach out:

Safe Harbor

Zensar reports strong margins, Revenue grew by 0.6% QoQ

Financial Highlights:

Sandeep Kishore, Chief Executive Officer and Managing Director, Zensar Technologies, said , “

Significant Wins in Q2FY21:

Corporate Excellence Q2FY21:

Q2 FY 21 Revenue and profitability snapshot

Performance Highlights

Revenue (USD M)

Gross Margin (% Revenue)

EBITDA (% Revenue)

PAT (% Revenue)*

Income Statement (USD Mn)

Income Statement (INR Mn)

About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises (www.rpggroup.com)

For any queries please feel free to reach out:

Safe Harbor

Analyst Presentation – Q2FY21 Quarter Endin Se tember 30 2020 g p ,

Safe Harbor

Overview

Q2 FY21 Snapshot

As a commitment to focus on core business, Zensar has entered into a definitive agreement to divest TPM business

Financial Update

Revenue & EBITDA Walk

Client Metrics

MILLION DOLLAR CLIENTS (LTM)

CLIENT CONCENTRATION

Revenue Split

Region Split & Growth ( $ USD)

8.9% 2.3%

Vertical Split & Growth ( $ USD)

Service Line Split & Growth ( $ USD)

TPM Business divestment

Reiterating the focus on Core Business

The transaction is EBITDA accretive for Zensar

Business Update

Q2 FY21

PIPELINE

Domain-Led BFSI Strategy

Market Trends that we see…

Key Engagements

Featured by HBS and LBS Delivering Digital-Led Business Impact to our Clients

Six tenets of Zensar’s COVID-19 Response

Analyst Coverage & Recognition

Q2 FY21

Zensar Technologies Ltd. Interim / Quarterly Report 2021