Persistent Systems announces business combination agreement with Nagarro

Persistent Systems announces business combination agreement with Nagarro


Persistent Systems announced that it has signed a Business Combination Agreement with Nagarro SE to form the “Persistent – Nagarro Group,” aimed at creating a global AI-led digital engineering company.

According to the company’s press release, Persistentplans to launch a voluntary public takeover offer for all outstanding Nagarro shares at a cash consideration of EUR 81 per share.

The offer represents a premium of around 140% to Nagarro’s undisturbed closing share price on June 25, and approximately 94% above the three-month volume-weighted average price.

Persistent said it has already secured an approximately 21% stake in Nagarro through a binding agreement with Nagarro’s largest shareholder, Lantano Beteiligungen GmbH. Members of Nagarro’s Management Board have also indicated their intention to tender their shareholdings into the offer.

The proposed combination would create a technology services group with an estimated revenue run-rate of about $2.9 billion and more than 46,000 employees across over 40 countries.

The combined entity is expected to strengthen its presence in North America and Europe while expanding AI-led engineering, cloud, ERP, customer experience, and enterprise modernization capabilities.

Persistent stated that the transaction is intended to enhance its European business presence, with Europe expected to account for about 22% of the combined group’s revenue profile following completion of the deal.

Nagarro’s Management and Supervisory Board have expressed support for the transaction and intend to recommend acceptance of the offer to shareholders, subject to review of the formal offer document.

The offer remains subject to regulatory approvals and a minimum acceptance threshold of 50% plus one share of Nagarro’s outstanding shares. Persistent expects the transaction to close in the fourth quarter of calendar year 2026 or the first quarter of calendar year 2027.

The offer document will be submitted to Germany’s Federal Financial Supervisory Authority (BaFin) for approval before the public offer is launched.

Persistent also stated that it intends to pursue a delisting of Nagarro shares from the regulated market of the Frankfurt Stock Exchange following completion of the transaction, subject to legal and regulatory requirements.

Barclays is acting as financial advisor to Persistent, while J.P. Morgan is advising Nagarro on the transaction.



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