Persistent Systems Limited, through its wholly-owned direct subsidiary Galaxy Germany Holding SE (the “Bidder”), has announced a voluntary public takeover offer to acquire all outstanding shares of Munich-headquartered digital engineering firm Nagarro SE. The all-cash transaction is set at €81 per share, valuing the company at approximately €1.1 billion ($1.3 billion).
The transaction follows the execution of a definitive Business Combination Agreement (BCA) between the Bidder, Persistent, and Nagarro. Nagarro’s Management Board and Supervisory Board have expressed full support for the business combination and intend to recommend that shareholders accept the offer, subject to their evaluation of the official offer document.
To anchor the transaction, the Bidder has entered into a fully binding share purchase agreement with Lantano Beteiligungen GmbH (“Lantano”), Nagarro’s largest shareholder. Under this agreement, Lantano will sell its entire equity stake of approximately 21% (excluding treasury shares) to the Bidder at the established offer price, subject to customary regulatory approvals. Additionally, members of Nagarro’s Management Board have formally declared their intention to tender their personal shareholdings into the public offer.
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This strategic consolidation will join two technology companies which are very much in sync to become a scaled-up and globally diverse AI-driven digital engineering and enterprise transformation company. This combination will have a significant and balanced presence in the North American and European markets, along with a growth-oriented presence in the Rest of the World markets. With the combination of the portfolios, the Persistent-Nagarro alliance will be uniquely placed to deliver complex enterprise projects that need end-to-end expertise in AI, engineering, cloud computing, data analytics, and ERP/CX integration.
“At Persistent, we have always believed that great companies are built over decades, not quarters. They are built by talented people, a strong engineering culture, a willingness to innovate, and by earning clients’ trust every single day. Those principles have guided us since 1990. When we got to know Nagarro, what stood out was not just the quality of their business, but the similarity of their values. We saw the same respect for engineering, the same entrepreneurial spirit, and the same commitment to building lasting client relationships. That shared foundation gives us confidence that together we can create something even stronger. AI is reshaping our industry at an unprecedented pace. Success will belong to companies that combine deep technical capability with global reach, while continuing to attract, develop and inspire exceptional people. Together, Persistent and Nagarro will be better positioned to help our clients navigate this new era, create greater opportunities for our teams, and build an organisation that will endure for many years to come” said Dr. Anand Deshpande, Founder, Chairman and Managing Director, Persistent Systems.
“The next wave of enterprise transformation will be defined by AI, engineering excellence, and global scale. Bringing Nagarro and Persistent together is a defining milestone in our journey to build a global, engineering-led technology services leader. Nagarro is an exceptional strategic and cultural fit for Persistent, with shared values, complementary capabilities, and a common commitment to customer success. This combination strengthens our position in Europe, expands our scale in North America, and enhances our ability to help clients accelerate their AI and digital transformation journeys. Together, we are creating one of the industry’s leading AI-led, engineering-driven digital transformation companies, creating greater opportunities for our clients, our people, and all our stakeholders” said Sandeep Kalra, Executive Director and Chief Executive Officer, Persistent Systems.
“Both Nagarro and Persistent have grown from humble beginnings into strong technology powerhouses with high-quality people and deep client relationships. Now, with the AI revolution, we are entering an era that will reward companies like ours that already have a digital-, data- and AI-DNA. It’s a moment of great opportunity, but it also needs scale and power to make the most of it. With the combined strengths of Persistent and Nagarro, we’ll be able to deliver the complex intelligence transformation programs that our clients are increasingly demanding – at scale, across industries, and across the world. I am excited because I believe that joining forces is a compelling step forward- for the clients, shareholders, and colleagues in both companies” said Manas Human, Co-Founder and CEO, Nagarro.
“Nagarro has been built over decades by exceptional people. In Persistent, we found a partner with shared values, convictions and complementary strengths: a business with genuine AI and Engineering capabilities, the scale to accelerate Nagarro’s ambitions, and a management culture that earns trust. The offer price represents a significant premium over the current share price adequately reflecting Nagarro’s value. The Supervisory Board supports this transaction with full conviction and will recommend acceptance of the offer subject to a review of the offer document” said Christian Bacherl, Chairman of the Supervisory Board, Nagarro.