Key Transaction Details

ICRA Analytics Limited, a material subsidiary of ICRA Limited, has approved entering into a Share Purchase Agreement (SPA) and amendments to the Investment Agreement (Amendment Agreement) with D2K Technologies India Private Limited and its existing shareholders. The transaction involves acquisition of the remaining 40% equity share capital of D2K for a consideration of INR 32 crores. Upon closing, ICRA Analytics will hold 100% of the equity share capital of D2K on a fully diluted basis.

Target Entity Information

  • Name: D2K Technologies India Private Limited
  • Incorporation Date: May 4, 2001
  • Headquarters: Mumbai, Maharashtra, India
  • Industry: Information and communication
  • Business: Provides banking and finance solutions, software services to banks, financial institutions, and corporates

Financial Performance of D2K

  • FY26 Turnover: INR 23.76 crores
  • FY25 Turnover: INR 25.05 crores
  • FY24 Turnover: INR 18.58 crores

Transaction Structure

  • Acquisition of 40% shareholding representing 4,00,000 equity shares of INR 10 each
  • Consideration payment: Cash
  • Post-acquisition holding: ICRA Analytics will hold 100% share capital
  • D2K will become a wholly owned step-down subsidiary of ICRA Limited

Regulatory and Compliance Aspects

  • Related party transaction: D2K is an indirect subsidiary of ICRA Limited by virtue of ICRA holding 60% through ICRA Analytics
  • No governmental or regulatory approvals required
  • Disclosure made pursuant to Regulation 30 of Listing Regulations read with Clause 1 of Para A of Part A of Schedule III and Annexure 18 of SEBI master circular reference number SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024

Transaction Timeline

The acquisition is contingent upon successful execution of the transaction by the depositories. No specific completion date provided.

Document References

  • Continuation of earlier announcement dated October 20, 2023
  • Transaction Documents include SPA, Amendment Agreement, and all schedules, annexures, and related documents

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