Happiest Minds Technologies Ltd. - Quarterly/Annual Result Disclosures and Notes dated 31 Mar 2021

1. In terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, this Statement of Audited Standalone Financial Results for the quarter and year ended March 31, 2021 ("Audited Standalone Financial Results") of Happiest Minds Technologies Limited (formerly known as “Happiest Minds Technologies Private Limited”) (the "Company") has been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on May 12, 2021.

2. The figures of the quarter ended March 31, 2021 are the balancing figures between audited figures in respect of full financial year upto March 31, 2021 and the unaudited published year-to-date figure upto December 31, 2020 being the date of the end of the third quarter of the financial year. Further, the year to date figures for the nine months ended December 31, 2020 were compilation of reviewed figures of the quarter ended September 30, 2020 and December 31, 2020 and the figures for the quarter ended June 30, 2020, which were not subject to audit or review. The financial results and other financial information for the quarter ended March 31, 2020 have been prepared solely based on the information compiled by the Company and has been approved by the Board of Directors which have not been audited or reviewed by our statutory auditors.

3. The Audited Standalone Financial Results of the Company have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ("Ind AS") as prescribed under section 133 of the Companies Act 2013, as amended, read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended and SEBI Circular No.CIR/CFD/CMD1/44/2019 dated March 29, 2019.

4. The Board of Directors of the Company at their meeting held on May 12, 2021 have for the financial year ended March 31, 2021 recommended the payout of a final dividend of Rs.3/- per equity share of face value Rs.2/- each. This recommendation is subject to approval of shareholders at the 10th Annual General Meeting of the Company scheduled to be held on July 7, 2021.

5. The Company has completed its Initial Public Offering (IPO) of 4,22,90,091 equity shares of face value of Rs. 2/- each for cash at an issue price of Rs.166/- per equity share aggregating to Rs. 70,202 lakhs, consisting fresh issue of 66,26,506 equity shares aggregating to Rs. 11,000 lakhs and an offer for sale of 3,56,63,585 equity shares aggregating to Rs. 59,202 lakhs by the selling shareholders. The equity shares of the Company were listed on BSE Limited and National Stock Exchange of India Limited on September 17, 2020.



The utilisation of IPO proceeds is summarised below:

A. To meet long term capital requirements - Rs. 10,463 Lakhs

Utilization upto 31.03.2021 - Rs. 10,463 lakhs

Unutilized amount as at 31.03.2021 - Rs. 0 lakhs

B. General corporate purposes - Rs. 80 lakhs

Utilization upto 31.03.2021 - Rs. 80 lakhs

Unutilized amount as at 31.03.2021 - Rs. 0 lakhs

*As per the Prospectus, the Company had estimated Rs. 300 Lakhs to be utilised for general corporate purpose. However, during the quarter ended March 31, 2021, the Company has utilised only Rs. 80 Lakhs and the differential was utilised for working capital requirement.

7. The full impact of COVID-19 still remains uncertain and could be different from the estimates considered while preparing these Audited Standalone Financial Results. The Company will continue to closely monitor any material changes to future economic conditions.

8. The Company was carrying a Goodwill of Rs. 1,887 lakhs relating to the business acquisition from OSS Cube Solutions Limited. During the year ended March 31, 2020, the Company had recognised an impairment loss of Rs. 1,126 lakhs.

9. The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period in which the Code becomes effective.

10. On January 27, 2021, the Company signed definitive agreements acquiring 100% voting interest in PGS Inc., a US based end-to-end digital e-commerce solutions company, from Moonscape Inc., USA (parent company of PGS Inc.) for total computed/recorded consideration of US $ 13.31 million (approximately Rs. 9,720 lakhs), comprising cash consideration of US $ 8.25 million (approximately Rs. 6,025 lakhs) and fair-valued contingent consideration in the form of warrants of US $ 5.06 million (approximately Rs. 3,696 lakhs) over the next three years, to be settled by PGS Inc. to Moonscape Inc. with the backing by Company, of the warrant liability settlement, subject to achievement of set targets for respective years. The excess of purchase consideration recorded/paid over fair value of net assets and intangible assets acquired has been attributed to goodwill amounting to Rs. 7,020 lakhs. The acquisition is expected to strengthen Company’s digital e-commerce solutions to its customers looking for online offering of their products/services.

11. The previous period/year numbers have been regrouped/ rearranged wherever necessary to conform the current period presentation.

12. The above Audited Standalone Financials Results of the Company are available on Company's website www.happiestminds.com and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed.