Persistent Systems on Saturday, 27 June announced a voluntary public takeover offer to acquire all outstanding shares of Nagarro SE, a German digital engineering firm, at €81 per share in cash — marking one of the largest overseas acquisitions by an Indian IT services company to date.

Deal Structure and Key Terms

The offer is being made through Persistent's wholly owned arm, Galaxy Germany Holding, following the signing of a business combination agreement between the two companies. The transaction values Nagarro at a 140% premium to its undisturbed closing price on 25 June and a 94% premium to its three-month volume-weighted average price.

The deal is subject to a minimum acceptance threshold of 50% plus one share, regulatory approvals, and clearance of the offer document by BaFin, Germany's financial regulator. Closing is expected by Q4 CY26 or Q1 CY27.

Shareholder and Board Support

Nagarro's management and supervisory board have expressed support for the transaction and intend to recommend acceptance of the offer to shareholders, subject to their review of the offer document. Crucially, Lantano Beteiligungen GmbH, Nagarro's largest shareholder with a 21% stake, has agreed to tender its entire holding to the bidder — a significant early endorsement that reduces deal uncertainty.

What the Combined Entity Will Look Like

The proposed Persistent-Nagarro group is designed to create a scaled, globally diversified, AI-led digital engineering and enterprise modernisation platform with at-scale presence in both North America and Europe. The combined entity would be positioned to serve multi-region enterprise clients requiring integrated capabilities across AI, engineering, ERP/CX, data, and cloud delivery models.

According to Sandeep Kalra, Executive Director and Chief Executive Officer of Persistent Systems, the acquisition strengthens the company's European footprint while expanding its scale in North America. 'The next wave of enterprise transformation will be defined by AI, engineering excellence, and global scale. Nagarro is an exceptional strategic and cultural fit for Persistent, with shared values, complementary capabilities, and a common commitment to customer success,' Kalra said. He added that the deal 'enhances our ability to help clients accelerate their AI and digital transformation journeys.'

Strategic Context

This acquisition arrives as Indian IT firms face intensifying pressure to diversify revenue beyond the US market and build credible AI-led engineering practices. Persistent has been among the faster-growing mid-cap IT players in India, and a deal of this scale — particularly targeting a European-headquartered engineering firm — signals a clear ambition to compete with larger peers on global delivery. Notably, Nagarro brings complementary capabilities in digital engineering and enterprise modernisation that align with Persistent's existing service lines, potentially accelerating cross-sell opportunities across both client bases.

The transaction, once completed, is expected to reshape Persistent's revenue mix and geographic diversification significantly, with the combined group holding meaningful exposure across local and global delivery models.