Happiest Minds Technologies Limited has submitted an investor presentation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for an Investor/Analyst Call scheduled on September 1, 2026, at 9:00 A.M. (IST).

Key Transaction Details

  • Transaction Structure: Merger of Happiest Minds with ITC Infotech via share swap
  • Minority Stake Acquisition: ITC Infotech will acquire ~22.1% minority stake in Happiest Minds from Promoter and Promoter entities across two tranches
  • Consideration: Total ₹1,330 Crore at average price of ~₹395 per share
  • Valuation: Happiest Minds valued at ₹405 per share based on joint valuation report dated August 31, 2026
  • Share Exchange Ratio: 25 equity shares of ITC Infotech for every 81 equity shares of Happiest Minds

Post-Merger Shareholding Pattern

  • ITC Limited: ~73.4%
  • Happiest Minds Promoters: ~7.6% (will become public shareholders post-merger)
  • Happiest Minds Public Shareholders: ~19.0%

Combined Business Overview (Pro Forma FY26)

  • Revenue: ₹7,033 Crore
  • Employee Strength: 19,000+
  • Geographic Presence: USA, Europe, Middle East, APAC, and India
  • Market Position: India's 11th largest listed IT services player by revenue
  • Revenue Target: US$1 billion in annual revenue by FY28

Strategic Rationale

  • Enhanced ability to compete for larger and more complex global mandates
  • Geographic diversification with European revenue contribution increasing from ~8% to ~31%
  • Complementary capabilities across Retail/CPG, Hospitality, Manufacturing, SAP, PLM, Industry 4.0, Cloud, Digital, Data & AI, BFSI and Healthcare
  • Broader end-to-end technology offering and diversified sector mix
  • AI-led growth combining Happiest Minds' AI capabilities with ITC Infotech's domain knowledge

Required Approvals

  • Competition Commission of India (CCI)
  • Stock exchanges and Securities and Exchange Board of India (SEBI)
  • National Company Law Tribunal (NCLT)
  • Other regulatory approvals as required

Indicative Timeline

Overall process could take up to ~15 months subject to timely receipt of regulatory approvals

Transaction Advisors

Presentation mentions transaction advisors for Happiest Minds but does not specify names