• The document pertains to an investor/analyst call held on Sunday, June 28, 2026, at 11:30 AM IST, titled 'Persistent and Nagarro to form a global leader in AI-led Digital Engineering'.
  • The purpose of the event was to discuss Persistent's voluntary public takeover offer to acquire 100% of Nagarro SE and the formation of the combined Persistent-Nagarro Group, along with the announcement of a significant new strategic contract.
  • Management participants included Dr. Anand Deshpande (Founder, Chairman), Sandeep Kalra (Executive Director & Chief Executive Officer), Vinit Teredesai (Executive Director & Chief Financial Officer), and Saurabh Dwivedi (Head, Corporate Development & Investor Relations).
  • The company has made available the Investor Briefing presentation and audio/video recordings of the call on its website at the provided links.
  • The disclosure is made in compliance with Regulation 30 read with Schedule Ill (Part A) (15) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Financial and Strategic Highlights

Strategic Acquisition Details:

  • Persistent has agreed to acquire 100% of Nagarro SE at an Enterprise Value of approximately €1.27 billion, based on €81 per share in cash.
  • The offer represents a premium of approximately 140% to Nagarro's undisturbed closing price on June 25, 2026, and 94% to the three-month volume-weighted average price.
  • Transaction values Nagarro at 1.27x EV/Revenue and 9.12x EV/EBITDA.
  • Persistent has secured approximately 21% stake in Nagarro via a share purchase agreement.
  • Nagarro's Management Board has expressed intent to tender their shares, and both Nagarro Boards fully support the transaction.
  • Minimum acceptance threshold for the open offer: 50% + 1 share.
  • Closing anticipated for Q4 CY26/Q1 CY27.

New Strategic Contract:

  • Net new deal with a Global Technology Leader headquartered in the United States
  • Annual Contract Value (ACV): $125M+
  • Total Contract Value (TCV): $650M+ over 6.5 years

Combined Entity Metrics (Persistent-Nagarro Group):

  • Combined revenue: ~$2.9B run-rate revenue (Q4FY26)
  • Employee count: 46,000+ professionals across 40+ countries
  • Geographic distribution: North America ($1.7B+), Europe ($600M+), India, and RoW
  • Vertical strength: $750M+ BFSI and TMT, $500M+ HLS, $400M+ Industrials, $300M+ in Consumer

Financial Information:

  • Persistent FY26 Revenue: $1,654M with 23.9% 5-Year Revenue CAGR
  • Persistent FY26 EBIT Margin: 15.6%, PAT Margin: 12.6%
  • Persistent Market Capitalization: $8.1B (as of March 31, 2026)
  • Nagarro TTM Mar'26 Revenue: €1,001M ($1,141.1M)
  • Nagarro TTM Mar'26 Adj. EBITDA: €139M ($158.5M) with 13.9% margin

Financing Details:

  • Committed bridge financing facility of €1.4 billion
  • Interest: EURIBOR + Margin of 175-250 bps (4.1%-4.8%)
  • Leverage (Net Debt/Combined EBITDA): ~1.9x to 2.5x based on acceptance level, expected to reduce below 1.0x by FY30
  • Expected to be Cash EPS accretive and Reported EPS accretive in Year 1 (excluding transaction expenses)

Additional Notes Section

  • The document includes extensive disclaimer and forward-looking statements regarding the takeover offer, which will be conducted under German law and certain US securities provisions.
  • The Investor Briefing presentation was attached to the regulatory filing and provides comprehensive details about the strategic rationale, combined capabilities, and integration philosophy.
  • The company has explicitly stated that the takeover offer is subject to regulatory approvals and will be implemented in accordance with German securities laws.