6-K
WIPRO LTD (WIT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report ofForeign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of June 2021
Commission File Number 001-16139
Wipro Limited
(Exactname of Registrant as specified in its charter)
NotApplicable
(Translation of Registrant’s name into English)
Karnataka, India
(Jurisdiction of incorporation or organization)
Doddakannelli
SarjapurRoad
Bangalore, Karnataka 560035, India+91-80-2844-0011
(Address of principal executiveoffices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes ☐ No ☒
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes ☐ No ☒
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
NOTICE OF APPROVAL OF NOTES
Wipro Limited, a company organized under the laws of the Republic of India (the “Company”), hereby furnishes the Commission with the following information relating the U.S. dollar denominated notes to be issued by Wipro IT Services LLC, a wholly owned step-down subsidiary of the Company (the “Notes”). The following information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On June 17, 2021, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange that Wipro IT Services LLC has approved the pricing, tenure and other terms of the Notes. A copy of such letter to the Exchanges is attached to this Form 6-K as Item 99.1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly organized.
| WIPRO LIMITED |
|---|
| /s/ Jatin Pravinchandra Dalal |
| Jatin Pravinchandra Dalal |
| Chief Financial Officer |
Dated: June 21, 2021
INDEX TO EXHIBITS
| Item | |
|---|---|
| 99.1 | Letter to the Exchanges dated June 17, 2021. |
EX-99.1
Exhibit 99.1
June 17, 2021
| 1. | National Stock Exchange of India Ltd | 2. | BSE Limited |
|---|---|---|---|
| Exchange Plaza, | Corporate Relationship Dept. | ||
| Plot No. C/1, G Block, | Phiroze Jeejeebhoy Towers, | ||
| Bandra –Kurla Complex, | Dalal Street, | ||
| Bandra (E), Mumbai 400 051 | Mumbai 400 001 | ||
| Maharashtra, India | Maharashtra, India | ||
| Symbol: WIPRO | Security Code: 507685 | ||
| 3. | The Market Operations Team | ||
| New York Stock Exchange | |||
| Symbol : WIT | |||
| Sub: | Intimation under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) – Raising of funds by wholly owned step down subsidiary | ||
| --- | --- |
Dear Sir,
Further to our letter dated June 10, 2021, we are pleased to inform you that the Board of Directors of Wipro IT Services LLC (the “Issuer”) being a company incorporated under the laws of Delaware and being a wholly owned step down subsidiary of Wipro Limited (the “Company”), has approved the pricing, tenure and other terms of the U.S. dollar denominated notes (the “Notes” and such issuance, the “Issue”).
The required details in relation to above mentioned issuance are as follows:
| Particulars | Terms |
|---|---|
| Type of Instrument | USD denominated, fixed rate, senior, unsecured Notes. |
| Rating | Notes are rated A- by Standard & Poor’s Rating Services and A- by Fitch Ratings Inc |
| Use of Proceeds | The Issuer intends to use the net proceeds of the sale of the Notes for refinancing or repaying existing debt, for general corporate purposes and/or for any other purpose, each as permitted by applicable law and regulations from<br>time to time. |
| Whether proposed to be listed? If yes, name of the stock exchange(s) | The Notes will be listed on the Singapore Exchange Securities Trading Limited (SGX-ST) |
| Size of the Issue | U.S.$750,000,000 |
| Tenure of the instrument – date of allotment and date of maturity | 5 years<br> <br><br><br><br>Date of issue – June 23, 2021<br> <br>Maturity Date –<br>June 23, 2026 |
| Coupon/interest offered, schedule of payment of coupon and principal | Coupon: 1.50% per annum, payable semi- annually in arrears on June 23 and December 23 of each year, commencing December 23, 2021. Principal: Bullet redemption on June 23,<br>2026 |
This information is not an offer of securities for sale in the United States or elsewhere. Thisinformation has been prepared for publication in India only and is not for publication or distribution, directly or indirectly, in or into the United States. The Notes have not been, and will not be, registered under the U.S. Securities Act of 1933,as amended (the “Securities Act”) and may not be offered or sold within the United States, except pursuant to an exemption from, or in transactions not subject to, the registration requirements of the Securities Actand applicable U.S. state securities laws. Accordingly, the Notes are being offered and sold (i) within the United States to persons reasonably believed to be “qualified institutional buyers” (as defined in Rule 144A under theSecurities Act) and (ii) outside the United States in offshore transactions in reliance on Regulation S under the Securities Act, in each case in compliance with applicable laws of the jurisdictions where such offers and sales occur.
The Notes have not been, are not being and will not be offered or sold, directly or indirectly, by means of any offer document, offering circular or anyother document / material relating to the Notes, to any person or to public in India which would constitute an advertisement, invitation, offer, sale or solicitation of an offer to subscribe for or purchase any securities in violation of applicablelaws of India.
The offering circular for the Notes has not been, nor will it be, registered, produced or published as an offer document (whether aprospectus in respect of a public offer, a statement in lieu of a prospectus or information memorandum, private placement offer cum application letter, an offering circular, an offering memorandum or other offering material in respect of any privateplacement under the Companies Act, 2013, regulations formulated by Securities and Exchange Board of India (“SEBI”) or any other applicable Indian laws) with any Registrar of Companies, the SEBI or any Indian stockexchange or any other statutory or regulatory body of like nature in India.