BSECompany Update4 Aug 2026 · 4 Aug 2026, 09:13 pm
The Press release titled ''Persistent Shareholders Vote for Nagarro Offer'', is as enclosed.
Persistent Systems Ltd · 533179
✦ AI Summary▲ PositiveM&A
Persistent Systems Ltd shareholders approved the proposed acquisition of Nagarro SE through its subsidiary, Galaxy Germany Holding SE, along with the related financing arrangements and corporate guarantee.
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Earnings Impact8/10
Growth Catalyst9/10
Governance Concern2/10
Regulatory Risk6/10
Balance Sheet Risk5/10
Liquidity Impact9/10
Market Sentiment8/10
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Full Announcement
Persistent Systems Ltd - 533179 - Announcement under Regulation 30 (LODR)-Press Release / Media Release
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NSE & BSE / 2026-27 / 101
August 4, 2026
The Manager, The Manager,
Corporate Services, Corporate Services,
National Stock Exchange of India Limited BSE Limited
Exchange Plaza, Bandra Kurla Complex, Bandra (E), P J Towers, Dalal Street,
Mumbai 400 051 Mumbai 400 001
Ref: Symbol: PERSISTENT Ref: Scrip Code: 533179
Dear Sir/Madam,
Sub: Press Release titled ‘Persistent Shareholders Vote for Nagarro Offer’
We wish to inform you that Persistent Systems Limited (the ‘Company’) has made a press release
dated August 4, 2026, titled ‘Persistent Shareholders Vote for Nagarro Offer’.
A copy of the Press Release is enclosed for your reference.
Thanking you,
Yours Sincerely,
For Persistent Systems Limited
Amit Atre
Company Secretary
ICSI Membership No.: ACS 20507
Encl.: As above
Persistent Systems Limited, Bhageerath, 402 Senapati Bapat Road, Pune 411 016, Maharashtra, India
CIN - L72300PN1990PLC056696
Tel: +91 (20) 6703 5555 | Fax - +91 (20) 6703 6003 | E-mail - info@persistent.com | Website - www.persistent.com
Persistent Shareholders Vote for Nagarro Offer
\ At the Company’s Annual General Meeting held on August 3, Persistent shareholders
approved the proposed acquisition of Nagarro SE through its subsidiary, Galaxy Germany
Holding SE, along with the related financing arrangements and corporate guarantee
\ Offer Document has been submitted for review and will be published upon approval by
Bafin, launching the acceptance period for Nagarro shareholders
August 4, 2026
Pune, India
News Summary
Shareholders of Persistent Systems Limited (BSE: 533179 and NSE: PERSISTENT), a global
Digital Engineering and Enterprise Modernization leader, approved the proposed Voluntary Public
Takeover Offer for Nagarro SE through Persistent’s subsidiary, Galaxy Germany Holding SE,
along with the related financing arrangements and corporate guarantee at Persistent’s Annual
General Meeting. A requisite majority of votes was cast in favour of the transaction. The result
reflects strong shareholder conviction in the combination: joining forces would create a scaled,
globally diversified AI-led digital engineering and enterprise modernization powerhouse with at-
scale presence in North America and Europe and meaningful exposure across further global
markets. The combined group would be better positioned to support multi-region enterprise clients
requiring integrated AI, engineering, ERP / CX, data and cloud capabilities across local and global
delivery models.
Quote from Sandeep Kalra, Chief Executive Officer and Executive Director, Persistent Systems
“We are grateful for the strong support and confidence our shareholders have shown through
this vote. Persistent and Nagarro will build one of the world's leading AI-led digital engineering
companies. Our complementary strengths make the strategic case clear, and we are glad our
shareholders share our conviction.”
All Offer details to be laid out shortly
The formal Offer Document, setting out the full terms and conditions of the cash offer, will be
published following approval by the German Federal Financial Supervisory Authority (“Bafin”).
Nagarro shareholders and other interested parties are encouraged to visit http://www.galaxy-
offer.com for further information and to review all documentation relating to the offer as it becomes
available.
© 2026 Persistent Systems Ltd. All rights reserved. 1
Disclaimer and forward-looking statements
This press release is neither an offer to purchase nor a solicitation of an offer to sell Nagarro
shares. The final terms of the Offer as well as other provisions relating to the Offer will be
communicated in the offer document after the German Federal Financial Supervisory Authority
(Bundesanstalt für Finanzdienstleistungsaufsicht) has permitted the publication of the offer
document. Investors and holders of Nagarro shares are strongly advised to read the offer
document and all other documents relating to the Offer as soon as they have been made public,
as they will contain important information. The offer document for the Offer (in German and a non-
binding English translation) with the detailed terms and conditions and other information on the
Offer will be published after approval by the German Federal Financial Supervisory Authority
(Bundesanstalt für Finanzdienstleistungsaufsicht) amongst other information on the internet at
www.galaxy-offer.com.
The Offer will be implemented exclusively on the basis of the applicable provisions of German
law, in particular the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und
Übernahmegesetz - WpÜG), and certain securities law provisions of the United States of America
relating to cross-border takeover offers. The Offer will not be conducted in accordance with the
legal requirements of jurisdictions other than the Federal Republic of Germany or the United
States of America (as applicable). Accordingly, no notices, filings, approvals or authorizations for
the Offer have been filed, caused to be filed or granted outside the Federal Republic of Germany
or the United States of America (as applicable). Investors and holders of Nagarro shares cannot
rely on being protected by the investor protection laws of any jurisdiction other than the Federal
Republic of Germany or the United States of America (as applicable). Subject to the exceptions
described in the offer document and, where applicable, any exemptions to be granted by the
respective regulatory authorities, no takeover offer will be made, directly or indirectly, in those
jurisdictions in which this would constitute a violation of applicable law. This press release may
not be released or otherwise distributed in whole or in part, in any jurisdiction in which the Offer
would be prohibited by applicable law.
The Bidder reserves the right, to the extent permitted by law, to directly or indirectly acquire
additional Nagarro shares outside the Offer on or off the stock exchange, provided that such
acquisitions or arrangements to acquire are not made in the United States, will comply with the
applicable German statutory provisions, in particular the WpÜG, and the Offer Price is increased
in accordance with the WpÜG, to match any consideration paid outside of the Offer if higher than
the Offer Price. If such acquisitions take place, information on such acquisitions, including the
number of Nagarro shares acquired or to be acquired and the consideration paid or agreed, will
be published without undue delay if and to the extent required under the laws of the Federal
Republic of Germany, the United States or any other relevant jurisdiction. The Offer will relate to
shares in a German company admitted to trading, inter alia, on the Frankfurt Stock Exchange and
will be subject to the disclosure requirements, rules and practices applicable to companies listed
in the Federal Republic of Germany, which differ from those of the United States and other
© 2026 Persistent Systems Ltd. All rights reserved. 2
jurisdictions in certain material respects. The financial information relating to the Bidder and
Nagarro included elsewhere, including in the offer document, will be prepared in accordance with
provisions applicable in the Federal Republic of Germany and will not be prepared in accordance
with generally accepted accounting principles in the United States; therefore, it may not be
comparable to financial information relating to United States companies or companies from other
jurisdictions outside the Federal Republic of Germany. The Offer will be made in the United States
pursuant to Section 14(e) of, and Regulation 14E under, the Exchange Act, and on the basis of
the so-called Tier II exemption from certain requirements of the Exchange Act, which exemption
allows a bidder to comply with certain substantive and procedural rules of the Exchange Act for
takeover bids by complying with the law or practice of the domestic legal system and exempts the
bidder from complying with certain other rules of the Exchange Ac
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