Happiest Minds Technologies to merge with ITC Infotech, creating a US$1 billion revenue enterprise by FY28
Happiest Minds Technologies will merge with ITC Infotech to form a US$1 billion revenue enterprise by FY28. ITC Infotech will acquire a ~22.1% stake for ₹1,330 crore. The merger involves a share swap and is expected to complete within 15 months, subject to regulatory approvals. ITC Limited will be the promoter of the merged entity.
A merger of this scale between two significant IT companies will have a substantial impact on their market position, operational structure, and future growth prospects.
The merger is expected to create a larger, more capable entity with increased revenue, expanded capabilities, and a stronger market position, which is positive for stakeholders.
Happiest Minds Technologies Limited has announced the signing of definitive agreements to merge with ITC Infotech India Limited. This strategic combination aims to create a scaled, AI First global technology services enterprise with an annual revenue of US$1 billion by FY28, over 19,000 employees, serving more than 800 customers, and operations across over 30 countries.
The merger will unite Happiest Minds' strengths in AI, digital engineering, cloud, data, and cybersecurity with ITC Infotech's expertise in enterprise transformation, SAP, PLM, and Industry 4.0 solutions. As part of the transaction, ITC Infotech will acquire a ~22.1% minority stake in Happiest Minds from the Promoter and Promoter entities for ₹1,330 crore. The merger will be effected through a share swap, where Happiest Minds shareholders will receive 25 shares of ITC Infotech for every 81 shares held.
ITC Limited will become the promoter of the merged company with a ~73.4% stake. The transaction is subject to customary statutory, shareholder, and regulatory approvals, including from the Competition Commission of India, stock exchanges, and the National Company Law Tribunal. The companies anticipate the transaction to be completed within the next 15 months and will operate independently until all approvals are obtained. The combined company is expected to be listed on relevant stock exchanges post-approval.
Ashok Soota, Chairman & Chief Mentor of Happiest Minds, expressed delight in becoming part of a larger organization with shared values and complementary business portfolios. Sanjiv Puri, Chairman of ITC Limited & ITC Infotech, highlighted the enhanced ability to deliver cutting-edge solutions and the shared people and customer-centric values. Joseph Anantharaju, Co-Chairman & CEO of Happiest Minds, emphasized the creation of a future-ready technology services organization with accelerated growth potential. Venkatraman Narayanan, Managing Director of Happiest Minds, noted the transaction reflects a shared commitment to corporate governance and long-term value creation, supported by the financial strength of ITC Limited.
The strategic rationale behind the merger includes creating an AI First, Agile Always Platform with enhanced scale (₹7,033 crore pro-forma FY26 revenue), integrated capabilities, diversified industry expertise, balanced geographic reach, and a strong client- and people-centric culture. The combined entity expects to unlock significant growth through cross-selling, participation in large-scale transformation programs, expansion of proprietary platforms, accelerated adoption of Generative AI, and increased collaboration with strategic partners. The merger is expected to be completed within the next 15 months.
A plain-language summary of a public exchange filing by Happiest Minds Technologies Limited. Read the original for the full detail.