Wipro Ltd 6-K, filed Feb 20, 2024
Wipro Ltd (WIT)
About this 6-K
Wipro Ltd filed this 6-K on February 20, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of February 2024
Commission File Number 001-16139
Wipro Limited
(Exact name of Registrant as specified in its charter)
Not Applicable
(Translation of Registrant’s name into English)
Karnataka, India
(Jurisdiction of incorporation or organization)
Doddakannelli
Sarjapur Road
Bangalore, Karnataka 560035, India +91-80-2844-0011
(Address of principal executive offices)
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.
DISCLOSURE OF ACQUISITION
Wipro Limited, a company organized under the laws of the Republic of India (the “Company”), hereby furnishes the Commission with the following information relating to the acquisition by the Company of a 60% stake in Aggne Global Inc. and its affiliate Aggne Global IT Services Private Limited (together, “Aggne”). 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 February 13, 2024, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange (together, the “Exchanges”) that the Company has agreed to acquire a 60% stake in Aggne, and that the acquisition is expected to be completed by February 14, 2024. A copy of the letter to the Exchanges is attached hereto as Item 99.1.
On February 15, 2024, the Company informed the Exchanges that the Company completed the acquisition of the 60% stake in Aggne on February 14, 2024. A copy of the letter to the Exchanges is attached hereto as Item 99.2.
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/ M. Sanaulla Khan |
| M. Sanaulla Khan |
| Senior Vice President and Company Secretary |
Dated: February 20, 2024
INDEX TO EXHIBITS
| Item |
||
| 99.1 | Letter to the Exchanges dated February 13, 2024. | |
| 99.2 | Letter to the Exchanges dated February 15, 2024. | |
Exhibit 99.1
February 13, 2024
The Manager – Listing
BSE Limited
(BSE: 507685)
The Manager – Listing
National Stock Exchange of India Limited
(NSE: WIPRO)
The Market Operations
NYSE, New York
(NYSE: WIT)
Dear Sir/Madam,
Sub: Disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
Please find enclosed herewith an intimation pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and para 202.05 read with para 202.06 of the NYSE Listed Company Manual.
The details as required under SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 are provided in Annexure-1.
This is for your information and records.
Thanking You,
For Wipro Limited
M Sanaulla Khan Company Secretary
ENCL: As above
Annexure - 1
Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
| Sr. No. |
Particulars |
Description | ||
| 1 | Target Name | Aggne Global Inc., and its affiliate Aggne Global IT Services Private Limited | ||
| 2 | Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired | No | ||
| 3 | Industry of Target entity | Information Technology, consulting, and managed services for the Property & Casualty Insurance industry | ||
| 4 | Acquisition objectives and Impact of acquisition | This acquisition of Aggne will strengthen Wipro’s competitive advantage in the insurance sector—particularly in the property & casualty (P&C) insurance space. This combination will enhance Wipro’s P&C core system implementation capabilities specifically in the area of Duck Creek. Aggne’s Swift IPs combined with Wipro’s wider offerings will position us as an end-to-end player in the P&C insurance space. | ||
| 5 | Government or regulatory approval required | None | ||
| 6 | Indicative Time period for completion of acquisition | The transaction is expected to be completed at the latest by February 14, 2024. | ||
| 7 | Nature of consideration | Cash | ||
| 8 | Cost of acquisition and / or the price at which the shares are acquired | Purchase consideration of USD 66 Million, subject to customary closing adjustments as per terms of the purchase agreement. | ||
| 9 | Percentage of shareholding acquired | Currently acquiring 60%, with an option to purchase the remaining stake over a period of time. A separate disclosure will be made by the Company on acquisition of any further stake, from time to time | ||
| Aggne Global Inc. was founded in 2019 and is headquartered in Florida, US. Its affiliate Aggne Global IT Services Private Limited was founded in 2020 and is headquartered in Hyderabad, India (“Aggne Group”). | ||||
| 10 | Target Information | Aggne Group is a fast-growing insurtech company offering a wide range of services designed to help insurers transform operations, drive new efficiencies, and deliver optimal customer experiences. The services include Intellectual Property-led consulting, implementation, cloud, DevOps automation and managed services with a strong focus on the Duck Creek platform (Duck Creek is a full suite of cloud-based, low-code products that help property and casualty insurers accelerate product development and drive ongoing innovation). Aggne Group is privately owned and has a workforce of over 230 employees. | ||
| Combined revenues of the Aggne Group for the past three years (for period ended 31 December): USD 4.5 Mn (CY21), USD 9.1 Mn ( CY22), USD 17.9 Mn (CY23). | ||||
Exhibit 99.2
February 15, 2024
The Manager – Listing
BSE Limited
(BSE: 507685)
The Manager – Listing
National Stock Exchange of India Limited
(NSE: WIPRO)
The Market Operations
NYSE, New York
(NYSE: WIT)
Dear Sir/Madam,
Sub: Disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
Please refer to our letter dated February 13, 2024 informing that Wipro Limited and Wipro IT Services, LLC (step-down subsidiary) have acquired 60% stake in Aggne Global IT Services Private Limited and Aggne Global Inc., respectively.
In continuation to the aforesaid letter, it is informed that the said transaction has been completed on February 14, 2024.
This is for your information and records.
Thanking You,
For Wipro Limited
M Sanaulla Khan
Company Secretary