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Zensar Technologies Ltd. M&A Activity 2024

Jul 17, 2024

61559_rns_2024-07-17_4542ea5b-b0e9-40ab-b575-fbbccda17fa2.pdf

M&A Activity

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Date: July 17, 2024

BSE Limited

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

Fax: (022) 2272 2039/2272 3121

Scrip ID: ZENSARTECH Scrip Code: 504067

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) 26598237/26598238

Symbol: ZENSARTECH Series: EQ

Dear Sir/Madam,

Subject: Disclosure pursuant to Regulation 30(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)

This is to inform you that Zensar Technologies Inc, USA, wholly owned subsidiary of Zensar Technologies Limited (‘the Company’), has entered into a definitive agreement(s)/document(s) for acquisition of 100% membership interest in BridgeView Life Sciences, LLC.

The details required inter-alia under Regulation 30 of SEBI LODR Regulations, 2015 read with SEBI Circular CIR/CFD/CMD/4/2015 dated September 9, 2015, are enclosed herewith as Annexure and form an integral part of this disclosure and must be read in conjunction with the same.

Further, please find enclosed herewith Press Release for the same.

Thanking you,

Yours faithfully,

For Zensar Technologies Limited

Digitally signed by RAJIV RAJIV MUNDHRA MUNDHRA Date: 2024.07.17 18:15:22 +05'30'

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Rajiv Mundhra Authorized Signatory

Encl. as above.

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Zensar Technologies Limited, Zensar Knowledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014

CIN: L72200PN1963PLC012621 +(20) 6607 4000, 2700 4000 +(20) 6605 7888

www.zensar.com [email protected]

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Acquisition of 100% membership interest in BridgeView Life Sciences, LLC (BridgeView)

Sl.
No.
Disclosure Requirement Details /Reason for not providing
information
(a) Name of target entity, details in brief
such as size, turnover, etc.
BridgeView
(formerly
known
as
‘COEUS
Solutions’) is engaged in the business of
providing technology consulting and system
integration services to biopharma and life
sciences
customers
(“Services
business").
BridgeView also had a smaller data warehouse
and data aggregation products business (i.e
Product business) which has recently been
divested.
Revenue from operations of Bridgeview was
approximately USD 12.9 million for the calendar
year ended December 31, 2023, out of which
revenue of the Services business was approx.
USD 11.0 million.
(b) Whether the acquisition would fall
within related party transaction(s) and
whether
the
promoter/
promoter
group/ group companies have any
interest in the entity being acquired? If
yes, nature of interest and details
thereof and whether the same is done
at “arms length”
No
(c) Industry to which the entity being
acquired belongs
Technology consulting and system integration
services to biopharma and life sciences industry
(d) Objects and impact of acquisition
(including but not limited to, disclosure
of reasons for acquisition of target
entity, if its business is outside the main
line of business of the listed entity)
This acquisition strengthens Zensar's Healthcare
and Life Sciences (HLS) vertical and positions
Zensar to offer a more comprehensive suite of
solutions to pharmaceutical, biotechnology, and
medical
device
companies
by
leveraging
partnershipwith Veeva Systems.
(e) Brief details of any governmental or
regulatory approvals required for the
acquisition
No regulatory approval will be required for the
aforementioned transaction.
(f) Indicative time period for completion of
the acquisition
It is expected that the acquisition will be
completed tentatively within 2-3 weeks subject
to
the
satisfaction
of
customary
closing
conditions
(g) Consideration
-
whether
cash
consideration or share swap or any
other form and details of the same
Cash consideration
(h) Cost of acquisition or the price at which
the shares are acquired
Aggregate upfront payment of USD 14.0 million
subject to customary adjustments for working
capital, debt and cash on closing and additional
payment upto USD 11.0 million by31st

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Zensar Technologies Limited, Zensar Knowledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014

CIN: L72200PN1963PLC012621 +(20) 6607 4000, 2700 4000

www.zensar.com

[email protected]

+(20) 6605 7888

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  • December, 2027 contingent on achievement of performance and employment continuity thresholds.

  • (i) Percentage of shareholding / control Zensar Technologies Inc. will acquire one acquired and / or number of shares hundred percent of membership interests of acquired BridgeView Life Sciences, LLC.

  • (j) Brief background about the entity Incorporated in March 2021 in Pennsylvania, acquired in terms of products/line of USA and formerly known as COEUS Solutions, business acquired, date of LLC, BridgeView is engaged in the business of incorporation, history of last 3 years providing comprehensive range of advisory, turnover, country in which the acquired transformation and managed services to entity has presence and any other biopharma and life sciences customers significant information (in brief) partnering predominantly with Veeva Systems. Revenue for the historical period is as follows:

  • CY23: USD 12.9 million (Services business revenue USD 11.0 million)

  • CY22: USD 7.5 million (Services business revenue USD 7.3 million)

  • CY21: USD 2.1 million (entirely Services business)

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Zensar Technologies Limited, Zensar Knowledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014

CIN: L72200PN1963PLC012621 +(20) 6607 4000, 2700 4000 +(20) 6605 7888

www.zensar.com [email protected]

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Zensar acquires BridgeView Life Sciences to boost healthcare and life sciences focus

Princeton, US, July 17, 2024 : Zensar Technologies, an RPG Group Company headquartered in Pune, India, and a leading experience, engineering, and engagement technology solutions company, announced today the full acquisition of BridgeView Life Sciences LLC. The US‐based leader in information technology and operations provides a comprehensive range of advisory, transformation, and managed services exclusively for life sciences customers endeavoring to launch products or new indications, assess and optimize their operations, or engage in merger or acquisition transactions. This strategic move strengthens Zensar's Healthcare and Life Sciences (HLS) vertical and expands its pharma commercial and product launch expertise.

The acquisition positions Zensar to offer a more comprehensive suite of solutions to pharmaceutical, biotechnology, and medical device companies. BridgeView's "Preferred Services Partner" and "Services Partner" status with Veeva Systems' Commercial Cloud and Development Cloud, respectively, solidify Zensar's position as a trusted technology partner. Additionally, BridgeView's partnerships with Reltio, Datavant, Snowflake, Salesforce, and IQVIA bolster its capabilities.

Commenting on this acquisition, Anant Goenka, Vice‐Chairman of RPG Enterprises and Zensar Technologies , said, "Acquiring BridgeView Life Sciences aligns with our long‐term growth strategy for our growing HLS practice. This acquisition deepens our services for existing clients and expands into new areas, especially for innovators and emerging pharma players underserved by technology. It reflects our commitment to anticipating client and market needs and providing solutions to critical challenges."

The acquisition positions Zensar as a pivotal force in driving innovation and facilitating the digital transformation of life sciences companies, effectively addressing the industry's key challenges.

Manish Tandon, CEO and Managing Director of Zensar Technologies , said, “BridgeView Life Sciences brings a team of seasoned professionals with deep life sciences knowledge and a successful track record. This aligns perfectly with our vision to be a leader in the HLS space. BridgeView's expertise in biopharma cloud CRM, information management, analytics, and program management combined with their established client base will significantly enhance our HLS offerings and accelerate our go‐to‐market strategy."

James Corbett, Co‐founder and COO, and Mihales Karasavas, Co‐founder and CCO of BridgeView Life Sciences LLC , stated, "We are thrilled to join Zensar. Zensar's global reach and digital expertise will help us offer more solutions and reach a wider audience. This synergy allows us to address customers' transformational programs effectively, improving patient lives faster. We look forward to a bright future together."

Everest Group’s Veeva Services PEAK Matrix® Assessment 2021 predicted the Veeva‐specific IT services market to reach US $2 billion by 2025. This acquisition positions Zensar to capitalize on this rapidly growing opportunity with a combined team dedicated to delivering superior Veeva solutions such as Veeva Network, Veeva Vault, and Vault CRM.

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About RPG Enterprises (www.rpggroup.com)

RPG Enterprises is one of India’s fastest‐growing business groups with a turnover of US $4.8 Billion. 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.

About Zensar (www.zensar.com)

At Zensar, we are ‘experience‐led everything.’ We conceptualize, design, engineer, market, and manage digital solutions and experiences for 145+ leading enterprises. Using our 3Es of experience, engineering, and engagement, we harness the power of technology, creativity, and insight to deliver impact. Part of the $4.8 billion RPG Group, we are headquartered in Pune, India. Our 10,000+ employees work across 30+ locations worldwide, including Milpitas, Seattle, Princeton, Zurich, 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/ZensarTech/ Website: www.zensar.com

About BridgeView Life Sciences

BridgeView is a leading provider of cutting‐edge information technology and operations solutions for the life sciences industry, dedicated to empowering organizations with advisory, transformation and support services that drive efficiency, compliance and patient outcomes. With a focus on integrity, insights and innovation, BridgeView Life Sciences bridges the gap between life sciences organizations and their product launch, operational optimization and M&A goals.

For more information, visit www.bridgeviewls.com

For any queries, please feel free to reach out:

Media Contact Sunanda Jayaseelan Director and Head, Public Relations and Media Zensar Technologies [email protected]

Safe Harbor

Certain statements in this release concerning our future prospects are forward‐looking statements that 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

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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 customers 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 pandemics 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, and general global operations and may also impact the success of companies in which we

have made strategic investments, demand for the 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.

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