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Zensar Technologies Ltd. Interim / Quarterly Report 2022

Jan 24, 2022

61559_rns_2022-01-24_61a7077d-e233-46b4-a3e7-9138653ce0b3.pdf

Interim / Quarterly Report

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January 24, 2022

BSE Limited

Corporate Service Department, 1st Floor, P. J. Towers, Dalal Street, Mumbai 400 001

The National Stock Exchange of India Ltd. Exchange Plaza, 3rd floor, Plot No. C/1, 'G' block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051

Fax: (022) 2272 2039/2272 3121

Scrip ID: ZENSARTECH Scrip Code: 504067

Fax: (022) 26598237/26598238

Symbol: ZENSARTECH Series: EQ

Subject: Outcome of the Board Meeting held on January 24, 2022

Dear Sir/Madam,

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 :31 PM (IST), inter-alia , unanimously approved/consented to/took on record, the following:

1. Financial Results:

Unaudited Standalone and Consolidated Financial Results for the quarter and nine months ended December 31, 2021 and Limited Review Report thereon.

Copy of the same, along with Press Release, Investor update and Analyst presentation on the said Financial Results are also enclosed herewith.

2. Interim Dividend:

  • Declaration of Interim dividend of INR 1.50 per equity share of INR 2 each (i.e. 75%) for the Financial Year 2021-22; and
  • Record date has been fixed as February 4, 2022, in line with our intimation dated January 4, 2022, for the aforesaid interim dividend and related matters.

The interim dividend on the equity shares shall be paid on or after February 18, 2022.

Shareholders who have not yet submitted the requisite tax documents, as applicable, should submit the same by 5.00 PM on Monday, January 31, 2022 onhttps://ris.kfintech.com/form15 and also email the same to [email protected]. Applicable tax rate would be accordingly applied subject to receipt and/or successful scrutiny of documents, so submitted and no subsequent change would be possible / permissible. For further details, please refer Company's communique to shareholders dated December 24, 2021 and is also available at https:// ://www.zensar.com/sites/default/files/investor/stock-exchange-filings/SEIntimation\_0.pdf.

www.zensar.com [email protected]

Copy of the aforesaid Policy will be accordingly made available on website of the Company viz.: https://www.zensar.com/about/investors/investors-relation

4. Resignation of Key Managerial Personnel

Mr. Navneet Khandelwal, has today tendered resignation from the post of Chief Financial Officer of the Company w.e.f close of business hours on January 31, 2022. The same has been taken on record by the Board of Directors in the meeting held today. Further details are enclosed herewith as Annex A.

The Company is in the process of identifying/hiring a new candidate for the said position and shall inform the Stock Exchanges once the vacancy is filled up.

The trading window for dealing in securities of the Company, shall open 48 hours after declaration of Financial Results by the Company for the quarter and nine months ended December 31, 2021.

This is for your information and dissemination purpose.

Thanking you,

Yours faithfully,

For Zensar Technologies Limited

Encl: as above

CIN: L72200PN1963PLCO12621 +(20) 6607 4000, 2700 4000 +(20) 6605 7888

www.zensar.com [email protected] Zensar Technologies Limited, Zensar Knowledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014

Annex A

Change in Key Managerial Personnel

[Regulation 30 read with Para A of Part A of Schedule III to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

S.No. Requirement Disclosure
1. Reason for change viz., appointment,resignation,removal,deathorotherwise. Resignation due to personal reasons
2. Dateofappointment/cessation(asapplicable) and term of appointment Effective from close of business hours on January31, 2022
3. Brief Profile (in case of appointment) NA
4. Disclosureofrelationshipsbetweendirectors (in case of appointment of adirector)

www.zensar.com [email protected]

Chartered Accountants 706, 'B' Wing, 7th Floor ICC Trade Tower Senapati Bapat Road Pune - 411 016 Maharashtra, India

Tel: +91 20 6624 4600 Fax: +91 20 6624 4605

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 $1.$ of ZENSAR TECHNOLOGIES LIMITED ("the Company"), for the quarter and nine months ended December 31, 2021 ("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.
  • $2.$ 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.
    1. 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.
  • $\overline{4}$ . 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, 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) SAIRABEE Digitally signed by NAINAR RAWTHER RAWTHER 17:16:20 +05'30'

Saira Nainar

Partner (Membership No. 040081) UDIN:22040081AAAAAAC1822

Place: Mumbai Date: January 24, 2022

Zensar Technologies Limited
Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India. CIN: L72200PN1963PLC012621Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2021 Amount in INR Mn.
Quarter Ended Nine Months Ended Year ended
Particulars 31-Dec-2021Unaudited 30-Sep-2021Unaudited 31-Dec-2020Unaudited 31-Dec-2021Unaudited 31-Dec-2020Unaudited 31-Mar-2021Audited
1 Revenue from operations 4,118 4,018 3,487 11,838 10,139 13,618
23 Other income (net)Total Income 2444,362 1794,197 1313,618 62212,460 38510,524 73914,357
4 Expenses
a. Purchase of traded goodsb. Employee benefits expense 122,797 272,573 601,950 397,600 705,758 717,768
c. Subcontracting costsd. Finance costs 7046 6948 3553 210147 187167 247218
e. Depreciation, amortisation and impairment expense 219 219 215 658 663 894
f. Other expensesTotal expenses 2783,422 3743,310 2792,592 9949,648 9257,770 1,42710,625
5 Profit before tax (3-4) 940 887 1,026 2,812 2,754 3,732
6 Tax expense
a.Current taxb.Deferred tax 239(5) 230(28) 20128 6592 670(2) 82511
7 Net Profit for the period (5-6) 706 685 797 2,151 2,086 2,896
8 Other comprehensive income/(loss), net of income tax 4 (47) (1) (40) 63 113
(0) 75 (38) 74 (2) 31
9 Total other comprehensive income/(loss), net of income taxTotal comprehensive income for the period (7+8) 4710 28713 (39)758 342,185 612,147 1443,040
10 Paid-up equity share capital (Face value INR 2 each) 452 452 451 452 451 451
11 Other equity excluding Revaluation Reserves as per balancesheet 17,906
12 Earnings Per Share (Face value INR 2 each) (notannualised):
a) Basicb) Diluted 3.133.11 3.033.02 3.543.49 9.539.49 9.259.13 12.8512.73
Notes :123456 TheseunauditedresultshavebeenpreparedinaccordancewiththeFinancialReportingprescribedunderSectiontimetotime.Theabovefinancialresultswerereviewedandrecommendedheld on 24 January 2022.Wherefinancialresultsaredeclaredforbothconsolidatedandstandaloneresults. Accordingly, segment information has been provided only in the consolidated financial results.M3biIndiaPrivateLimited(M3BiIndia)andM3BiLLCdelivershighOn 8 July 2021, Company acquired 100% equity stake in M3Bi India for an upfront consideration of INR 178 Mn.On14July2021,ZensarTechnologiesInc(whollyownedsubsidiaryUSD21.60MnadjustedforestimatednetassetstoINR1,645Mn(USDMn) over next 36 months.ThetermoftheerstwhileManagingDirectorandCEOoftheCompanyextendedtill12February2021tofacilitateasmoothtransition.Theand accounted for the one time additional payment of USD 2.40 Mn to the erstwhile Managing Director and CEO during the quarter ended 31 March 2021.TheBoardofDirectorsinitsmeetingonJanuary24,2022declaredanThe Record Date for the aforesaid interim dividend will be February 4, 2022, has been confirmed by the Board of Directors.TheCompany,on19October2020,throughits100%subsidiarybusinesshousedinitssubsidiaries,PSIHoldingGroupInc,ZensarforaconsiderationofUSD10Mnreceivableupfront recognition133ofthebytheentity,qualitydataoftheCompany)22.13Mn),endedonCompany,postinterimdividendZensarTechnologiesTechnologiesIM(subjectto andmeasurementCompaniesAct,2013AuditCommitteesegmentinformationengineering,analyticsacquired100%furtherperformance11January2021,obtainingtheofINR1.50Inc,signedIncandZensarworkingcapital principleslaidreadwithrelevantandtakenonmaybepresentedandAI/MLandofvotinginterestbaseddeferredhoweverhisnecessaryapprovalsperequityshareanagreementTechnologiesIMadjustment)andUSD downintherulesissuedrecordbytheBoardonlyintheadvancedinM3BiLLCearnoutsemploymentat(includingoftheCompanyforsaleofB.V.(collectively5Mnperformance IndianAccountingthereunderasofDirectorscaseofengineeringservicesforanupfrontpayableuptoINRZensarTechnologiesfortheFinancialThirdPartyreferredtoasbased Standard34amendedfromattheirmeetingconsolidatedfinancialwhichwouldconsiderationof520Mn(USD7Inc.wasapproval),hadpaidYear2021-22.Maintenance"PSIordeferredearnouts.
7 Closingconditionswerecompletedduringthequarterended31accounting treatment is reflected in the Consolidated results of the Zensar Group. Refer Note 7 of the Consolidated results of the Zensar Group.TheBoardofDirectorsofZensarTechnologiesLimitedatitsmeetingprovidesfortheamalgamationofCynosureInterfaceServicesPrivatesections230to232andotherapplicableprovisionsoftheCompaniescompanyinCynosureshallstandcancelledandextinguishedasonshareholders of Cynosure upon the Scheme being effective.UpontheSchemebecomingeffective,witheffectfromtheAppointedaccordancewiththeofInterestlaiddownbyAppendix December2020heldon29LimitedAct,2013.ThetheAppointedDate,CompanyCofIndian andasPSIGroupOctober2020(Cynosure)(awhollyAppointeddateDate.Accordingly,shallaccountAccountingStandard arestepdownapprovedtheownedsubsidiaryoftheSchemeistherewillbefortheamalgamation103'Business subsidiariesschemeofofthe1April2021.noissueandofCombinations' ofthecompany,amalgamation(theCompany)withtheAlltheequityallotmentofequityCynosureinitsbooks('IndAS thenecessarywhichCompanyundersharesheldbythesharestotheofaccountspecifiedunder
  • 6 accounting treatment is reflected in the Consolidated results of the Zensar Group. Refer Note 7 of the Consolidated results of the Zensar Group.
  • 7 provides for the amalgamation of Cynosure Interface Services Private Limited (Cynosure) (a wholly owned subsidiary of the Company) with the Company under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Appointed date of the Scheme is 1 April 2021. All the equity shares held by the shareholders of Cynosure upon the Scheme being effective.

Mumbai CEO and Managing Director Date: 24 January 2022 DIN:09013862 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 company in Cynosure shall stand cancelled and extinguished as on the Appointed Date. Accordingly, there will be no issue and allotment of equity shares to the Upon the Scheme becoming effective, with effect from the Appointed Date, Company shall account for the amalgamation of Cynosure in its books of account in accordance with the of Interest laid down by Appendix C of Indian Accounting Standard 103 'Business Combinations' ('Ind AS specified under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, and any amendments issued thereunder and in accordance with generally accepted accounting principles. Further, on the Scheme becoming effective, the financial statements of the Company (including comparative period presented in the financial results/statements of the Company) shall be restated for the accounting impact of amalgamation as if the amalgamation had occurred from the beginning of the said comparative period.

As the amalgamation has not consummated yet, the scheme has not been given effect to in these financial results.

8 assets on the expected future performance of the Company.

For and on behalf of the Board

Ajay Singh Bhutoria

Chartered Accountants 706, 'B' Wing, 7th Floor ICC Trade Tower Senapati Bapat Road Pune - 411 016 Maharashtra, India

Tel: +91 20 6624 4600 Fax: +91 20 6624 4605

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

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

    1. 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 nine months ended December 31, 2021 ("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.
    1. 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.
    1. 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.
    1. The Statement includes the results of the entities listed in the Annexure to this report.
    1. 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 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)

SAIRABEE SAIRABEE NAINAR NAINAR RAWTHER RAWTHER Date: 2022.01.24

Saira Nainar

Partner (Membership No. 040081) UDIN: 22040081AAAAAD3269

Place: Mumbai Date: January 24, 2022

Annexure to Auditor's Review Report:

List of Entities:

  • 1 Zensar Technologies Inc.
    1. Zensar Technologies (UK) Limited
    1. Zensar (Africa) Holdings Pty Limited
    1. Zensar (South Africa) Pty Limited
    1. Professional Access Limited (Merged with Zensar Technologies Inc. w.e.f April 01, 2021)
    1. Zensar Technologies (Singapore) Pte. Limited
    1. Foolproof Limited
    1. Foolproof (SG) Pte Limited
    1. Keystone Logic Inc. (Merged with Zensar Technologies Inc. w.e.f April 01, 2021)
    1. Cynosure Inc. (Merged with Zensar Technologies Inc. w.e.f April 01, 2021)
    1. Cynosure Interface Services Private Limited
    1. Keystone Logic Mexico, S. DE R.L. DE C.V
    1. Keystone Technologies Mexico, S. DE R.L. DE C.V (Merged with Keystone Logic Mexico, S. DE R.L. DE C.V w.e.f October 31, 2021)
    1. Indigo Slate Inc. (Merged with Zensar Technologies Inc. w.e.f April 01, 2021)
    1. Zensar Technologies GmbH
    1. Zensar Technologies (Canada) Inc.
    1. Zensar Information Technologies B.V.
    1. M3Bi India Private Limited (Acquired on July 08, 2021)
    1. M3Bi LLC (Acquired on July 14, 2021)
    1. Zensar Colombia S.A.S. (Incorporated on September 24, 2021)
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 Nine months ended December 31, 2021 Amount in INR Mn.
Quarter Ended Nine Months Ended Year Ended
Particulars 31-Dec-2021Unaudited 30-Sep-2021Unaudited 31-Dec-2020Unaudited 31-Dec-2021Unaudited 31-Dec-2020Unaudited 31-Mar-2021Audited
12 Revenue from operationsOther income (net) 11,025241 10,506229 9,34448 30,899654 29,051188 37,814254
3 Total Income 11,266 10,735 9,392 31,553 29,239 38,068
4 Expenses
a. Purchase of traded goodsb. Consumption and changes in inventories 283- 218- 36363 849- 930270 1,134270
c. Employee benefits expense 6,738 6,398 5,289 18,632 16,618 21,526
d. Subcontracting costse. Finance costs 1,68189 1,56687 1,157130 4,403265 4,094414 5,233535
f. Depreciation, amortisation and impairment expense 474 468 426 1,367 1,302 1,747
g. Other expensesTotal expenses 73810,003 7129,449 6188,046 2,09327,609 2,01225,640 2,80333,248
5 Profit before exceptional item and tax (3-4) 1,263 1,286 1,346 3,944 3,599 4,820
67 Exceptional Item (refer note 7)Profit before tax (5-6) -1,263 -1,286 4021,748 -3,944 (485)3,114 (491)4,329
8 Tax expense
a.Current taxb.Deferred tax 373(34) 363(35) 395(39) 1,073(37) 1,115(164) 1,069190
9 Net Profit/(Loss) for the period (7-8) 924 958 1,392 2,908 2,163 3,070
10 Net Profit/(Loss) attributable to:
- Owners- Non-controlling interests 91014 94414 1,37913 2,86444 2,11746 3,00070
11 Other comprehensive income/(loss), net of income tax
5(8) (49)(53) (1)(252) (41)81 63(243) 88(124)
Total other comprehensive income/(loss), net of income tax (3) (102) (253) 40 (180) (36)
12 Total comprehensive income for the period (9+11) 921 856 1,139 2,948 1,983 3,034
13 Total comprehensive income attributable to:- Owners 914 852 1,104 2,912 1,910 2,940
- Non-controlling interests 7 4 35 36 73 94
Paid-up equity share capital (Face value INR 2 each) 452 452 451 452 451 451
14 Other equity excluding Revaluation Reserves as per balance sheet 22,972
15 Earnings Per Share (Face value INR 2 each) (not annualised):Before exceptional item
16 4.02 4.18 4.33 12.68 11.54 15.49
a) Basic 15.34
b) Diluted 4.01 4.16 4.27 12.63 11.39
After exceptional itema) Basicb) Diluted 4.024.01 4.184.16 6.126.03 12.6812.63 9.399.27 13.3113.18
Segmental reporting for the Quarter and Nine months ended December 31, 2021
----------------------------------------------------------------------------- --
Quarter Ended Nine Months Ended Year Ended
Particulars 31-Dec-2021 30-Sep-2021 31-Dec-2020 31-Dec-2021 31-Dec-2020 31-Mar-2021
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
Segment Revenue
Digital and Application Services 9,076 8,907 7,698 25,984 23,722 31,167
Digital Foundation Services 1,949 1,599 1,646 4,915 5,329 6,647
Revenue From Operations 11,025 10,506 9,344 30,899 29,051 37,814
Segment Results
Digital and Application Services 1,296 1,487 1,710 4,309 4,446 6,050
Digital Foundation Services 318 239 232 729 775 980
Segment Results 1,614 1,726 1,942 5,038 5,221 7,030
Less: Finance costs 89 87 130 265 414 535
Less: Unallocable expenditure net of unallocable income 262 353 466 829 1,208 1,675
Profit before exceptional item and tax (3-4) 1,263 1,286 1,346 3,944 3,599 4,820

StatementofSegmentAssets&Liabilities 31-Dec-2021Unaudited 30-Sep-2021Unaudited 31-Dec-2020Unaudited 31-Mar-2021Audited
1 Segment AssetsTrade Receivables
Digital and Application ServicesDigitalFoundationServices 4,9881,301 6,317859 4,776997 5,028860
TotalTradeReceivablesUnbilled Revenue 6,289 7,176 5,773 5,888
Digital and Application ServicesDigital Foundation Services 2,605372 2,113420 2,103243 2,105315
Total Unbilled RevenueGoodwillDigital and Application Services 2,9775,746 2,5335,736 2,3464,386 2,4204,395
Digital Foundation ServicesTotal Goodwill 1,3987,144 1,3977,133 1,3755,761 1,3755,770
Unallocable AssetsTOTAL ASSETS 20,87237,282 20,46037,302 20,87934,759 20,25634,334
2 Segment Liabilities
Unearned RevenueDigital and Application ServicesDigital Foundation Services 366116 462116 26686 25866
Total Unearned RevenueUnallocable Liabilities 48210,603 57811,474 35211,184 32410,299
Notes : TOTAL LIABILITIES 11,085 12,052 11,536 10,623 -
1 TheseunauditedresultshavebeenpreparedinaccordancewiththerecognitionFinancialReportingprescribedunderSection133oftheCompanies andmeasurementAct,2013 principlesreadwithrelevant laiddowninrulesissued theIndianthereunderas AccountingStandardamendedfrom 34timetotime.
TheabovefinancialresultswerereviewedandrecommendedbytheAudit2022. Committeeandtaken onrecordby theBoardof Directorsattheir meetingheld on24January
2 Results of Zensar Technologies Limited on a standalone basis are hosted on its website www.zensar.com.Standalone Financial Information
Particulars 31-Dec-2021 Quarter Ended30-Sep-2021 31-Dec-2020 Nine Months Ended31-Dec-2021 31-Dec-2020 Year Ended31-Mar-2021
Revenue from operations Unaudited4,118 Unaudited4,018 Unaudited3,487 Unaudited11,838 Unaudited10,139 Audited13,618
Profit before taxNet profit for the period 940706 887685 1,026797 2,8122,151 2,7542,086 3,7322,896
3 M3biIndiaPrivateLimited(M3BiIndia)andM3BiLLCdelivershighqualitydataOn 8 July 2021, Company acquired 100% equity stake in M3Bi India for an upfront consideration of INR 178 Mn.On14July2021,ZensarTechnologiesInc(whollyownedsubsidiaryofthe21.60MnadjustedforestimatednetassetstoINR1,645Mn(USD22.13Mn), engineering,Company)acquiredfurtherperformance analyticsandAI/ML100%ofvotingbased andadvancedinterestinM3Bideferredearnouts engineeringLLCforanpayableuptoINR serviceswhichupfront520Mn wouldenhanceconsiderationofUSD(USD7Mn)over
next 36 months.Theexcessofthepurchaseconsiderationpaidoverthefairvalueofassetsconsiderationonaccountofworkingcapitalwasduetobefinalizedwithin120consent.PurchasePriceAllocationwasadjustedprovisionally,furtherprocess includingdaysfromtheofsettlementin intangibleassetsrespectiveprogressasper acquiredhasclosingdates,whichtheSPAterms, beenattributedhasbeenanychange togoodwill,extendedfurtherthereonwould adjustmenttowithmutualbeaccounted
once concluded.Theresultsforthequarterended31December2021,30September2021andare therefore notcomparable with results of previous periods. Ninemonthsended11January2021, 31Decemberhoweverhis 2021includeemploymentat theresultsofZensarTechnologies M3BiIndiaandInc.was M3BiLLCandextendedtill
4 ThetermoftheerstwhileManagingDirectorandCEOoftheCompanyendedon thenecessary approvals (includingManaging Director and CEO during the quarter ended 31 March 2021. approval), hadpaidand accountedfor
12February2021tofacilitateasmoothtransition.TheCompany,postobtainingthe one timeadditional payment of USD 2.40 Mn to the erstwhile
Segment Liabilities
Unearned Revenue
Digital and Application Services 366 462 266 258
Digital Foundation Services 116 116 86 66
Total Unearned Revenue 482 578 352 324
Unallocable Liabilities 10,603 11,474 11,184 10,299
2022.2Results of Zensar Technologies Limited on a standalone basis are hosted on its website www.zensar.com.
Standalone Financial Information
Quarter Ended
Particulars Nine Months Ended
Revenue from operations 4,118 4,018 3,487 11,838 10,139 13,618
940 887 1,026 2,812 2,754 3,732
Net profit for the period 706 685 797 2,151 2,086 2,896
next 36 months.Theexcessofthepurchaseconsiderationpaidoverthefairvalueofassetsconsiderationonaccountofworkingcapitalwasduetobefinalizedwithinconsent.PurchasePriceAllocationwasadjustedprovisionally,furtherprocessonce concluded.Theresultsforthequarterended31December2021,30September2021andare therefore notcomparable with results of previous periods.4ThetermoftheerstwhileManagingDirectorandCEOoftheCompanyended12February2021tofacilitateasmoothtransition.TheCompany,postobtainingthe one timeadditional payment of USD 2.40 Mn to the erstwhile5TheBoardofDirectorsinitsmeetingonJanuary24,2022declaredaninterim including120daysfromtheofsettlementinNinemonthsendedon11JanuarythenecessaryManaging Director and CEO during the quarter ended 31 March 2021.dividendofINR intangibleassetsrespectiveprogressasper31December2021,howeverhisapprovals1.50perequity acquiredhasclosingdates,whichtheSPAterms,2021includeemploymentat(includingshareofthe beenattributedhasbeenanychangetheresultsofZensarapproval),Companyforthe togoodwill,extendedfurtherthereonwouldM3BiIndiaandTechnologiesInc.washadpaidandFinancialYear adjustmenttowithmutualbeaccountedM3BiLLCandextendedtillaccountedfor2021-22.The
Record Date for the aforesaid interim dividend will be February 4, 2022, has been confirmed by the Board of Directors.Duringthequarterended30September2021and31March2021,Group reversedcontingent consideration payableonbusiness combinations consummated inprevious
7Duringthequarterended30September2020,ZensarGroupclassifieditsZensarTechnologiesIMIncandZensarTechnologiesIMB.V.(collectivelyadjustmenttothecarryingamountandfairvaluelesstransactioncostassociated ThirdPartyMaintenancereferredtoas"PSItosellINR or1,105Mnandthe businesshousedreversalof initssubsidiaries,asfordeferredtaxliability PSIHoldingandimpactofINR218 GroupInc,pertainingtoMnonaccount
of this sale are disclosed as exceptional item.On19October2020,theCompanysignedanagreementforsaleofPSIGroupandUSD5Mnperformancebaseddeferredearnouts.Oncompletionoftheexceptionalitem,includingthereclassificationofbalanceinForeigncurrency374Mn.Adjustmenttoconsiderationwasduetobefinalized75daysafter foraconsiderationclosingconditionstranslationreservetheclosingdate ofUSD10Mnon2DecembertotheConsolidatedhavebeen receivable2020,theStatementadjustedinquarter upfront(subjecttodifferentialofProfitandended31March workingcapitalimpacthasbeenLossamounting2021,Further adjustment)disclosedastogainofINRprocessof
settlement to final amount between buyer and seller is in progress as per the SPA terms, any change thereon would be accounted once concluded.ZensarGrouphadinvestmentinAquilaTechnologyCorporation(Aquila)andInd AS110 and hence not consolidated by the Group. Aquilawasnot consideredasa subsidiaryofthe groupwithinthe definition prescribedunder
ForitsinvestmentsinAquila,GroupaccountsforthechangesinfairvaluethroughsaleofitsinvestmentinAquilaforaconsiderationofUSD1.31MnreceivableamountuptoUSD0.60Mnforperformancebaseddeferredearnouts.Onestimatedtotalconsiderationlesscosttosellandcarryingvalueofinvestment otherupfront(subjectcompletionoftheamountingto comprehensiveincome.toworkingcapitalclosingconditionsUSD0.38Mn On25Februaryadjustmenton26Februaryhasbeen 2021,Companyandnovationof2021,theaccountedunder signedancustomerdifferentialothercomprehensive agreementforcontracts)andanimpactbetweenincome.
  • 4
  • 5 Record Date for the aforesaid interim dividend will be February 4, 2022, has been confirmed by the Board of Directors.
  • 6
  • 7 of this sale are disclosed as exceptional item.

Mumbai CEO and Managing Director Date: 24 January 2022 DIN:09013862 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 Zensar Group had investment in Aquila Technology Corporation (Aquila) and Aquila was not considered as a subsidiary of the group within the definition prescribed under Ind AS 110 and hence not consolidated by the Group. For its investments in Aquila, Group accounts for the changes in fair value through other comprehensive income. On 25 February 2021, Company signed an agreement for sale of its investment in Aquila for a consideration of USD 1.31 Mn receivable upfront (subject to working capital adjustment and novation of customer contracts) and an amount upto USD 0.60 Mn for performance based deferred earnouts. On completion of the closing conditions on 26 February 2021, the differential impact between estimated total consideration less cost to sell and carrying value of investment amounting to USD 0.38 Mn has been accounted under other comprehensive income. Further, adjustment to contingent consideration is due to be finalized within 24 months after the closing date and adjustment if any would be accounted once concluded.

9 expected future performance of the Company.

For and on behalf of the Board

Ajay Singh Bhutoria

Zensar's Q3FY22 revenues register 19.8% YoY growth

Pune, India, January 24, 2022: Zensar Technologies, a leading experience engineering and technology solutions company, announced its consolidated financial results for its third quarter ending December 31, 2021, of the fiscal year 2021-2022.

Financial Highlights

  • In Q3FY22, the company reported revenue of $147.1Mn, a quarterly YoY growth of 19.8%
  • PAT stood at $12.1Mn or 8.2% of revenues, a quarterly YoY decline of 270 bps
  • The company reported net cash of $168Mn in Q3FY22
  • On a quarterly YoY basis, the US region reported growth of 20.8%, the Europe region reported growth of 23.7%, and the South Africa region reported growth of 8.3%
  • From a vertical perspective, the Banking vertical posted a quarterly YoY growth of 76.5%, while the Insurance vertical posted a quarterly YoY growth of 8.9%. The Consumer Services vertical posted a quarterly YoY growth of 26%, and the Hi-Tech and Manufacturing vertical reported a quarterly YoY growth of 7.1%

Ajay S. Bhutoria, CEO and Managing Director, Zensar Technologies, said, "Our revenue growth of 19.8% quarterly YoY reinforces the value our clients place on our services. Our efforts in the Banking vertical are bearing fruit with a 76.5% quarterly YoY growth. Similarly, our Consumer Services business grew by 26% YoY during the same quarter. These outcomes are the result of initiatives launched in the first half of the year and include the integration of M3bi into our overall strategy."

Adding further, he said, "To meet increasing demand, we have stepped up investments in strengthening our talent pool by expanding lateral hiring and hiring from campuses, as well as by upskilling our existing workforce. As always, the safety and well-being of our associates continue to be a top priority as we continue to work largely from home in all locations."

Navneet Khandelwal, Chief Financial Officer, Zensar Technologies, said, "Increased operational efficiency has resulted in improved working capital by reducing our DSO in Q3FY22 to 78 days, down from 82 days in Q2. Our new offerings across all regions continue to bear positive results. Our US region reported robust growth of 20.8% quarterly YoY and 4.4% sequential QoQ, while Europe posted quarterly YoY growth of 23.7% and sequential QoQ 6.1%. Meanwhile, Africa posted 8.3% quarterly YoY growth. We continue to streamline operational metrics and fresher intake on margins. Additionally, the Board of Directors of Zensar Technologies Ltd at its meeting held on January 24, 2022, has recommended payment of Interim Dividend at the rate of Rs. 1.5 per Equity Share for the financial year 2021-22."

*Numbers presented above are adjusted to exclude TPM business performance and exceptional items unless otherwise mentioned.

Significant wins in Q3FY22

  • Application development services mandate for a large US technology company

  • Enterprise applications services for a large US not-for-profit

  • Advanced engineering services for an international financial institution based in the UK

  • Application and experience services offering for a South Africa-based financial services organization

  • Applications services for a UK-based food catering company

  • Experience services for a Singapore-based multinational real estate company

  • Multiple mandates, including experience services, application development, and advanced engineering for a leading manufacturer of specialty chemicals in the UK

  • Enterprise applications for a leading multinational retail brand in South Africa

  • Experience services for a leading US home furnishings company

  • Experience services for a leading UK hospitality group

  • Marketing services for a global technology company

  • Enterprise application mandate for a leading US aesthetic treatment devices maker

Corporate excellence snapshot in Q3FY22

  • Zensar has been mentioned as Innovator in Avasant Digital Workplace Services 2021 RadarView™
  • Zensar has been mentioned as Disruptor in Avasant Oracle Cloud ERP Services 2021-2022 RadarView™
  • Zensar has been mentioned as Major Contender in Everest Group's Insurance Platforms IT Services PEAK Matrix® Assessment 2022

Awards and recognitions in Q3FY22

• Foolproof, a Zensar company and One Shot Immersive won the 'Most Effective Use of AR and VR' category at The Drum Awards for the Digital Industries 2021

About Zensar (www.zensar.com)

We conceptualize, build, and manage digital products through experience design, data engineering, and advanced analytics for over 130 leading companies. Our solutions leverage industry-leading platforms and help clients be competitive, agile, and disruptive as they navigate transformational changes with velocity. With headquarters in Pune, India, our 10,000+ associates work across 33 locations, including San Jose, Seattle, Princeton, Cape Town, London, Singapore, and Mexico City.

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 US$ 4 Billion. The group has diverse business interests in the areas of Infrastructure, Tires, Pharma, IT and Specialty as well as in emerging innovation-led technology businesses.

For any queries, please feel free to reach out:

Media Contact 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.

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.

Zensar's Q3FY22 revenues register 19.8% YoY growth

Pune, India, January 24, 2022: Zensar Technologies, a leading experience engineering and technology solutions company, announced its consolidated financial results for its third quarter ending December 31, 2021, of the fiscal year 2021-2022.

Financial Highlights

  • In Q3FY22, the company reported revenue of $147.1Mn, a quarterly YoY growth of 19.8%
  • PAT stood at $12.1Mn or 8.2% of revenues, a quarterly YoY decline of 270 bps
  • The company reported net cash of $168Mn in Q3FY22
  • On a quarterly YoY basis, the US region reported growth of 20.8%, the Europe region reported growth of 23.7%, and the South Africa region reported growth of 8.3%
  • From a vertical perspective, the Banking vertical posted a quarterly YoY growth of 76.5%, while the Insurance vertical posted a quarterly YoY growth of 8.9%. The Consumer Services vertical posted a quarterly YoY growth of 26%, and the Hi-Tech and Manufacturing vertical reported a quarterly YoY growth of 7.1%

Ajay S. Bhutoria, CEO and Managing Director, Zensar Technologies, said, "Our revenue growth of 19.8% quarterly YoY reinforces the value our clients place on our services. Our efforts in the Banking vertical are bearing fruit with a 76.5% quarterly YoY growth. Similarly, our Consumer Services business grew by 26% YoY during the same quarter. These outcomes are the result of initiatives launched in the first half of the year and include the integration of M3bi into our overall strategy."

Adding further, he said, "To meet increasing demand, we have stepped up investments in strengthening our talent pool by expanding lateral hiring and hiring from campuses, as well as by upskilling our existing workforce. As always, the safety and well-being of our associates continue to be a top priority as we continue to work largely from home in all locations."

Navneet Khandelwal, Chief Financial Officer, Zensar Technologies, said, "Increased operational efficiency has resulted in improved working capital by reducing our DSO in Q3FY22 to 78 days, down from 82 days in Q2. Our new offerings across all regions continue to bear positive results. Our US region reported robust growth of 20.8% quarterly YoY and 4.4% sequential QoQ, while Europe posted quarterly YoY growth of 23.7% and sequential QoQ 6.1%. Meanwhile, Africa posted 8.3% quarterly YoY growth. We continue to streamline operational metrics and fresher intake on margins. Additionally, the Board of Directors of Zensar Technologies Ltd. at its meeting held on January 24, 2022, has recommended payment of Interim Dividend at the rate of Rs. 1.5 per Equity Share for the financial year 2021-22."

*Numbers presented above are adjusted to exclude TPM business performance and exceptional items unless otherwise mentioned.

Significant wins in Q3FY22

  • Application development services mandate for a large US technology company

  • Enterprise applications services for a large US not-for-profit

  • Advanced engineering services for an international financial institution based in the UK

  • Application and experience services offering for a South Africa-based financial services organization

  • Applications services for a UK-based food catering company

  • Experience services for a Singapore-based multinational real estate company

  • Multiple mandates, including experience services, application development, and advanced engineering for a leading manufacturer of specialty chemicals in the UK

  • Enterprise applications for a leading multinational retail brand in South Africa

  • Experience services for a leading US home furnishings company

  • Experience services for a leading UK hospitality group

  • Marketing services for a global technology company

  • Enterprise application mandate for a leading US aesthetic treatment devices maker

Corporate excellence snapshot in Q3FY22

  • Zensar has been mentioned as Innovator in Avasant Digital Workplace Services 2021 RadarView™
  • Zensar has been mentioned as Disruptor in Avasant Oracle Cloud ERP Services 2021-2022 RadarView™
  • Zensar has been mentioned as Major Contender in Everest Group's Insurance Platforms IT Services PEAK Matrix® Assessment 2022

Awards and recognitions in Q3FY22

• Foolproof, a Zensar company and One Shot Immersive won the 'Most Effective Use of AR and VR' category at The Drum Awards for the Digital Industries 2021

Q3 FY22 Revenue and Profitability snapshot:

Q3 FY22 Growth
Particulars Q-o-Q Y-o-Y
USD Mn INR Mn USD INR CC USD INR CC
Revenue 147.1 11,025 3.7% 4.9% 4.7% 19.8% 21.6% 19.9%
EBITDA 21.1 1,585 -3.2% -1.7% -16.4% -14.9%
EBIT 14.8 1,111 -4.6% -2.9% -24.3% -23.0%
PAT 12.1 910 -5.3% -3.7% -9.4% -7.8%

Performance Highlights

Income Statement (USD Mn)

Income Statement (USD Mn) Q3 FY21 FY21 Q2 FY22 Q3 FY22
Operating revenue 122.8 494.0 141.9 147.1
Sequential Growth -2.4% 11.6% 3.7%
Year-Over-Year Growth -10.9% -12.7% 12.7% 19.8%
Cost of revenue 80.3 328.7 98.4 103.5
Gross profit 42.5 165.3 43.4 43.6
Gross profit % of revenue 34.6% 33.5% 30.6% 29.6%
Sequential Growth -2.9% -1.9% 0.3%
Year-Over-Year Growth 28.9% 3.3% -0.8% 2.4%
Sales and marketing expenses 7.7 28.2 8.7 9.3
General and administration expenses 9.6 44.9 12.9 13.2
Operating expenses 17.3 73.0 21.6 22.5
% of revenue 14.1% 14.8% 15.2% 15.3%
Other operating income
Earnings before interest, tax, depreciation and amortization (EBITDA) 25.2 92.3 21.8 21.1
EBITDA % of revenue 20.6% 18.7% 15.4% 14.3%
Sequential Growth 3.3% -7.1% -3.2%
Year-Over-Year Growth 167.3% 29.9% -10.7% -16.4%
Depreciation and amortisation 5.7 23.3 6.3 6.3
Earnings before interest and tax (EBIT) 19.5 68.9 15.5 14.8
EBIT % of revenue 15.9% 14.0% 10.9% 10.0%
Sequential Growth 4.5% -12.5% -4.6%
Year-Over-Year Growth 422.1% 40.9% -17.1% -24.3%
Interest 1.8 7.2 1.2 1.2
Exchange Gain/(Loss)Other income -0.81.5 -1.54.9 1.02.1 1.22.1
Profit before tax 18.4 65.1 17.4 16.8
% of revenue 15.0% 13.2% 12.3%-8.3% 11.4%
Sequential GrowthYear-Over-Year Growth 12.4%145.0% 23.2% 6.3% -3.5%-8.7%
Provision for taxation 4.9 17.0 4.4 4.5
Profit after tax (before minority interest) 13.5 48.1 13.0 12.3
% of revenueMinority interest 11.0%0.2 9.7%0.9 9.1%0.2 8.4%0.2
Profit after tax 13.4 47.2 12.8 12.1
Profit after tax % of revenue 10.9% 9.5% 9.0% 8.2%
Sequential Growth 13.3% -7.1% -5.3%

Income Statement (INR Mn)

Income Statement (INR Mn) Q3 FY21 FY21 Q2 FY22 Q3 FY22
Operating revenue 9,065 36,682 10,506 11,025
Sequential Growth -3.2% 12.2% 4.9%
Year-Over-Year Growth -7.7% -8.5% 12.2% 21.6%
-
Cost of revenue 5,925 24,417 7,292 7,758
Gross profit 3,140 12,264 3,214 3,268
Gross profit % of revenue 34.6% 33.4% 30.6% 29.6%
Sequential Growth -3.6% -1.3% 1.7%
Year-Over-Year Growth 33.6% 8.1% -1.4% 4.1%
Sales and marketing expenses 569 2,090 648 696
General and administration expenses 708 3,332 954 987
Operating expenses 1,277 5,423 1,602 1,683
% of revenue 14.1% 14.8% 15.2% 15.3%
Other operating income - - - -
Earnings before interest, tax, depreciation and amortization
(EBITDA) 1,863 6,841 1,613 1,585
EBITDA % of revenue 20.6% 18.7% 15.3% 14.4%
Sequential Growth 2.5% -6.5% -1.7%
Year-Over-Year Growth 177.1% 35.8% -11.3% -14.9%
Depreciation and amortisation 421 1,733 468 474
Earnings before interest and tax (EBIT) 1,442 5,109 1,145 1,111
EBIT % of revenue 15.9% 13.9% 10.9% 10.1%
Sequential Growth 3.7% -11.9% -2.9%
Year-Over-Year Growth 441.1% 47.2% -17.7% -23.0%
Interest 130 535 87 89
Exchange Gain/(Loss) -59 -112 77 87
Other income 107 367 152 154
Profit before tax 1,360 4,828 1,286 1,263
% of revenue 15.0% 13.2% 12.2% 11.5%
Sequential Growth 11.5% -7.8% -1.8%
Year-Over-Year Growth 154.0% 28.8% 5.5% -7.1%
Provision for taxation 360 1,262 328 339
Profit after tax (before minority interest) 999 3,566 958 924
% of revenue 11.0% 9.7% 9.1% 8.4%
Minority interest 13 70 14 14
Profit after tax 987 3,497 944 910
Profit after tax % of revenue 10.9% 9.5% 9.0% 8.2%
Sequential Growth 12.3% -6.5% -3.7%
Year-Over-Year Growth 157.9% 33.0% 7.5% -7.8%

zensar®

Other Metrics Q3FY21 FY21 Q2 FY22 Q3 FY22
Revenue By Service Offering (as % of Revenue)
Digital & Application Services (DAS) 84.9% 85.0% 84.8% 82.3%
Digital Services 55.0% 54.5% 61.5% 59.9%
Core Application Services 29.9% 30.5% 23.3% 22.5%
Digital Foundation Services (DFS) 15.1% 15.0% 15.2% 17.7%
Cloud, Digital Led next gen CIS 10.0% 9.7% 9.6% 11.7%
Core Infrastructure Services 5.1% 5.3% 5.6% 6.0%
Total Digital Services 65.0% 64.2% 71.1% 71.5%
Revenue By Industry (as % of Revenue)
Hi-Tech 39.6% 41.9% 39.0% 36.7%
Mfg 12.3% 12.2% 10.8% 9.7%
Consumer Services 15.3% 14.2% 15.4% 16.1%
Insurance 19.3% 19.8% 18.8% 17.6%
Banking 9.6% 9.1% 12.2% 14.1%
Emerging 3.9% 2.8% 3.8% 5.8%
Revenue By Geographical Segment (as % of Revenue)
US 70.3% 72.1% 70.4% 70.9%
Europe 17.4% 16.7% 17.6% 18.0%
Africa 12.3% 11.3% 12.0% 11.1%
Revenue By Project Type (as % of Revenue)
Fixed Price 61.4% 60.8% 60.8% 60.3%
Time & Materials 38.6% 39.2% 39.2% 39.7%
Constant Currency
Operating revenue (Constant Currency mn) 121.2 497.9 142.8 148.6
Sequential Growth $-3.7%$ $-12.0%$ 12.3% 4.7%
Year-Over-Year Growth $-10.6%$ $-12.0%$ 9.7% 19.9%
Constant Currency Growth By Industry (QoQ %)
Hi-Tech $-10.6%$ $-8.9%$ 4.2% $-2.1%$
Mfg $0.0%$ $-15.4%$ 7.2% $-5.6%$
Consumer Services 6.2% $-21.6%$ 18.9% 9.6%
Insurance -8.7% $-12.6%$ 13.4% $-1.4%$
Banking 1.3% 2.1% 39.2% 22.4%
Emerging 78.9% $-22.2%$ 16.1% 57.2%
Other Metrics Q3FY21 FY21 Q2 FY22 Q3 FY22
Number of million dollar Clients (LTM Revenue)
1 Million dollar + 83 78 85 81
5 Million dollar + 24 24 26 25
10 Million dollar + 8 7 10 11
20 Million dollar + 2 2 3 4
Revenue from top clients
Revenue- top 5 clients 37.8% 38.8% 35.0% 34.2%
Revenue- top 10 clients 47.8% 50.0% 47.4% 47.0%
Revenue- top 20 clients 61.9% 63.7% 61.9% 61.3%
Number of active clients 134 134 143 144
Onsite:Offshore (as % of Revenue)
Revenue mix
Onsite 57.2% 59.4% 57.5% 57.7%
Offshore 42.8% 40.6% 42.5% 42.3%
Utilization 80.1% 81.3% 83.3% 79.9%
Employee data
Headcount 8,809 9,111 10,375 10,641
Technical - Onsite 1,811 1,820 2,120 2,187
Technical - Offshore 6,071 6,338 7,273 7,472
Gross employees added during the period 991 2,946 1,545 1,416
% of women employees 30.8% 30.1% 29.6% 29.2%
Voluntary Attrition %(LTM) 14.1% 14.8% 23.2% 26.7%
Exchange Rates (Rupee Dollar Rate)
Period Closing Rate 73.1 73.1 74.2 74.3
Period Average Rate 73.8 74.2 74.1 74.9
Accounts receivables (in days)
Billed 48 51 60 53
Unbilled 25 26 22 25
Total 73 77 82 78
Summary of Cash and Cash Equivalents*
Cash and Cash Equivalents (USD mn)
Balances with Banks 99.1 95.6 107.6 119.3
Investment in Mutual Funds 61.1 70.7 53.3 48.7
Debt (USD mn) * - - - -
Total Outstanding Hedges (In USD) 120.6 122.3 126.4 124.5
Capex (USD Mn) * 1.0 5.3 3.3 2.3

* Not adjusted for TPM

About Zensar (www.zensar.com):

We conceptualize, build, and manage digital products through experience design, data engineering, and advanced analytics for over 130 leading companies. Our solutions leverage industry-leading platforms, and help clients be competitive, agile, and disruptive as they navigate transformational changes with velocity. With headquarters in Pune, India, our 10,000+ associates work across 33 locations, including San Jose, Seattle, Princeton, Cape Town, London, Singapore, and Mexico City.

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 US$ 4 Billion. The group has diverse business interests in the areas of Infrastructure, Tires, Pharma, IT and Specialty as well as in emerging innovation led technology businesses.

For any queries please feel free to reach out:

Media Contact Aradhana Prabhu Public Relations Zensar Technologies [email protected]

Safe Harbour

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.

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.

Analyst Presentation

Q3 FY22 Quarter Ending December 31, 2021

Zensar Technologies

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.

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.

Q3FY22: Growth momentum continues

www.zensar.com | @ Zensar Technologies 2022 | Page 3

Consistent growth across key verticals and regions

Numbers walk - Revenue growth despite currency impact

www.zensar.com | @ Zensar Technologies 2022 | Page 5

Client revenue mix: Increase in 10M+ & 20M+ categories

Win momentum continues, here are some notable ones

Guidewire systems implementation for a large P&C insurance company

Modernizing supply chain application on cloud for a leading American retailer

Unified experience and design services for a global non-profit organization

Experience driven re-engineering for a European entertainment firm

Digital workplace management for a large American drug wholesaler

Strategic partner for cloud and data engineering for a leading retailer in Africa

Case Studies: Next generation services bring business value

Advanced AI to accelerate the adoption of metaverse in large enterprises

Machine learning, descriptive insights and causal analysis to reduce firsttime fixed right failures

Our research and innovation center, Zenlabs, worked with a client on automatic application of granular physical properties on metaverse objects, to give them a realistic touch. This work involves deep learning models to render realistic 3D imaging which can be easily consumed by any XR environment. It reduces the need for human efforts in manually deducing properties for these objects to be applied to their 3D counterparts.

Partnered with Fortune 100 Communications and IT industry leader, leveraging machine learning, descriptive insights and causal analysis to reduce first-time-fixed-right failures. Supply chain teams can use a multidimensional simulator to predict chances of failure and take pro-active precautionary actions. Sequence-mining elicits commonly occurring misdiagnosis and gaps in operational efficiency, which results in process improvement for global service and logistics.

We partnered with a FTSE 100 diversified global leader in sustainable technologies to transform their legacy product line to high velocity, experience led, composable architecture on Azure and GCP cloud. The product, technology and business teams along with partners were able to leverage the innovative foundation models to enable technology futureproofing, self service and high reusability.

Select environment and society initiatives

Connected Experiences. Sustainable Future.

Extended real time energy management to Hyderabad and Bangalore locations

Launched a continuous performance management tool Dialog 365

Enhanced third party vendors' security and privacy compliance framework

Expanded our insurance program for employees

Actively helped 13 women to become successful entrepreneurs

Supported 2,287 economically challenged students with employment

Transforming our talent

Focus on freshers and employee engagement

Elevated fresher hiring

Engagement initiatives

Renewed focus on well-being

Wellness workshops with emphasis on burnout and stress, revised policies and benefits, boot-camps to build strong virtual connect

Learning ecosystem Focused certification in next-gen digital skills. Problem-solving based learning through hackathons and gamification

Hello happiness

Established happiness framework that puts our associates' happiness first and serves as guiding light for policies, processes and workplace initiatives

We continue to be recognized for excellence and innovation

ÏSG

Zensar UK team received 4 awards under the Digital Business Solutions and Services Partners UK 2021

  • Leader in Digital Customer Experience Services
  • Leader in Blockchain Services
  • Rising Star in Product Lifecycle Services
  • Rising Star in Digital Supply Chain Transformation

AVASANT

Innovator in Avasant Digital Workplace Services 2021 RadarView™

Disruptor in Avasant Oracle Cloud ERP Services 2021-2022 RadarView™

Major Contender in Everest Group's Insurance Platforms IT Services PEAK Matrix® Assessment 2022

The Drum. Awards

Foolproof and One Shot Immersive won the 'Most Effective Use of AR and VR' category at The Drum Awards for the Digital Industries 2021

RPG GroupUpdate

RPG Group key financials(1/2)

FY17-21 CAGR | Gross Total Income 7.0% | EBITDA 10.1% | PAT 8.9%

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 31 December 2021

RPG Group key financials(2/2)

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 31 December 2021

Zensar's stock price and shareholding pattern

Equity Share Information

  • Share Price (31 December 2021): INR 521.6 per share
  • Market Cap (31 December 2021): INR 11,799 Crores
  • Financial Year: April to March
  • Face Value: INR 2.00 per 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.BO

Shareholding Pattern (as on 31 December 2021)

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An &>RPG Company