Persistent Systems will pay €81 a share in cash for German digital engineering firm Nagarro SE, a roughly $1.3 billion offer priced at a 140% premium to Nagarro’s last undisturbed close and built to push the combined group’s annual revenue to $5 billion by March 2031. The Pune-based IT services firm announced the all-cash voluntary public takeover offer on Sunday through Galaxy Germany Holding SE, a wholly-owned subsidiary, hours after signing a binding Business Combination Agreement with Nagarro. Nagarro’s Management and Supervisory Board have said they will recommend acceptance, and Persistent has already locked in the largest shareholder’s 21% stake through a binding share purchase agreement with Lantano Beteiligungen GmbH.
The €81-per-share Offer
The €81 cash offer is priced at a ~140% premium to Nagarro’s undisturbed closing price on June 25, 2026, and roughly 94% to the three-month volume-weighted average. the Persistent-Nagarro Business Combination Agreement called those terms “very attractive.” Persistent has secured a binding agreement to buy Nagarro’s largest shareholder’s 21% block at the same price, and members of Nagarro’s Management Board have declared they intend to tender their own holdings.
Persistent does not intend to enter a domination or profit and loss transfer agreement with Nagarro for two years after closing. Persistent also intends to pursue a delisting of Nagarro shares from the Frankfurt Stock Exchange’s Prime Standard “as soon as practicable and legally feasible.” The transaction is expected to close by March 2027. After that, the combined business will operate as the Persistent-Nagarro Group. Persistent says the deal is expected to be cash EPS accretive in its first year.
The Growth Gap Persistent Is Buying Into
The two companies sit on different footing in the Indian IT services market, and the table below shows the gap Persistent is underwriting.
| Metric | Persistent Systems (FY26) | Nagarro (CY2025) |
|---|---|---|
| Revenue | $1.65 billion | $999 million |
| Year-on-year growth | 17% | 2.8% |
| Operating margin | 15.6% | 10.9% |
Persistent’s FY26 revenue reached $1.65 billion, up 17% on the year, with operating margin of 15.6% expanded by 90 basis points. Nagarro ended last year with $999 million in revenue, up 2.8%, on an operating margin of 10.9%. Persistent operates on the April-March Indian financial year; Nagarro follows a January-December year.
Persistent CEO Sandeep Kalra told analysts the slower Nagarro number “does not reflect the company’s true potential,” pointing to constant-currency growth above 5% and attributing the recent slowdown to “temporary internal distractions” while the company worked through a take-private transaction last year. The joint announcement describes Persistent as the fastest-growing IT services brand globally in 2026 and notes 24 consecutive quarters of sequential revenue growth. The deal would lift Persistent two places to seventh among India’s IT services firms by combined revenue.
What Nagarro Adds to Persistent
Kalra framed the deal as a response to two gaps inside Persistent’s own portfolio. Nagarro, he said on the analyst call, is a “key implementation partner for SAP” while Persistent’s own ERP progress is “not necessarily at scale.” Nagarro is also among a select group of accredited OpenAI resellers, with a dedicated engineering team for deploying the technology, an asset Kalra called “fairly important” to Persistent’s AI portfolio. IT services firms typically do not break out revenue from individual software or AI partnerships.
The combined business would have 46,000+ employees across 40+ countries, including 37,000+ in India, 3,500+ in North America and 3,000+ in Europe. Persistent’s European revenue share would rise from 9% to 22%, reshaping the geographic mix to North America at 62% and Rest of World at 16%. The combined entity would run $1.7 billion+ of North American business alongside $600 million+ from Europe, and work with 350+ marquee clients including 4 of the top 5 European automotive firms, 7 of the top 10 US and Indian banks, and 8 of the top 15 healthcare and life sciences companies.
The Financing Stack Behind the Cash
Persistent is funding the offer with up to €1.4 billion (around $1.6 billion) of committed financing from Barclays, more than the $1.3 billion equity purchase price because part of the facility will clear and refinance Nagarro’s existing debt. The loan carries an 18-month tenor.
Persistent CFO Vinit Teredesai told analysts the open offer’s acceptance rate is “a critical immediate factor” because it sets the final debt Persistent has to carry. Persistent has made clear it does not intend to launch a qualified institutional placement to raise fresh capital from large institutions. Kalra said the company is weighing whether private equity or other participation at the asset level could help deleverage, “but no decisions have been taken yet.” Management added that the deal has already drawn private equity interest in the last 24 hours, and the joint announcement says leverage on the combined entity is expected to remain within conservative limits and “meaningfully reduce over a 2-year period.”
At least one sell-side analyst is betting Persistent can clear the bridge loan without a fresh equity raise. “Both these companies generate a good amount of cash. They can repay the debt through internal accruals and cash generation whereas the short-term loan will be refinanced,” said Amit Chandra, vice-president at HDFC Securities.
What Has to Go Right
Three conditions gate the Persistent-Nagarro deal. Persistent must satisfy each one before the combined entity can emerge by March 2027. Each condition is set by the deal’s structure or by external regulators.
- The 50% plus one share threshold. Persistent must clear that level in the open offer for the deal to clear. Acceptance is voluntary for non-Lantano shareholders.
- BaFin approval. The offer document has to be cleared by Germany’s financial regulator before the formal offer can be launched.
- Refinancing the bridge. Persistent must lay down a longer-term replacement for the €1.4 billion Barclays facility before its 18-month term ends.
Persistent is also required to clear customary regulatory approvals for the binding block purchase with Lantano, including merger control clearances. Persistent is not required to use a domination or profit and loss transfer agreement for two years after closing, by its own agreement. Management has said the open offer’s acceptance rate is a critical immediate factor because it sets the final debt Persistent has to carry. All of these hurdles remain before Persistent can claim the combined Persistent-Nagarro Group.
The Road to $5 Billion by 2031
Persistent told analysts the $5 billion by March 2031 target is one of the explicit rationales for the deal. The combined entity would already be at combined revenue of about $2.9 billion on signing, against a $5 billion annual revenue target by March 2031. Management sketched the destination mix: the combined business is expected to earn $750 million each from banks and from telecom customers, and to lift Europe’s share of the group’s revenue to 22% from Persistent’s current 10%.
The combined business would also reach $500 million+ combined revenue in each of Banking, Financial Services and Insurance, Healthcare and Life Sciences, and Technology, Media and Telecommunications. Combined revenue in Industrial would hit $400 million+ and Consumer $300 million+. Management said combined operating margins would not fall below Persistent’s standalone level, and is considering culling tail accounts once the deal closes. The joint announcement puts the combined entity’s Total Addressable Market above $1.4 trillion.
HDFC Securities’ Chandra, the sell-side analyst on the call, said margin expansion in Europe is a key lever Persistent can pull, since many employees could be shifted away from client locations there. The combined Persistent-Nagarro Group would emerge with North America at 62% of revenue and Rest of World at 16%, per the joint announcement. Persistent has not published a year-by-year bridge from the $2.9 billion signing-day revenue to the $5 billion March 2031 target.
The Other Side of the Table
Christian Bacherl, chairman of Nagarro’s Supervisory Board, said the offer “represents a significant premium over the current share price adequately reflecting Nagarro’s value” and the board would recommend acceptance, subject to review of the offer document. Persistent’s founder, chairman and managing director, Dr. Anand Deshpande, said the deal pairs two companies “built by talented people, a strong engineering culture, a willingness to innovate, and by earning clients’ trust every single day.”
Both Nagarro and Persistent have grown from humble beginnings into strong technology powerhouses with high-quality people and deep client relationships. Now, with the AI revolution, we are entering an era that will reward companies like ours that already have a digital-, data- and AI-DNA. It’s a moment of great opportunity, but it also needs scale and power to make the most of it.
Persistent does not intend to enter a domination or profit and loss transfer agreement with Nagarro for two years after closing. Persistent also intends to pursue a delisting of Nagarro shares from the Frankfurt Stock Exchange’s Prime Standard “as soon as practicable and legally feasible.” The Persistent-Nagarro Group will operate with Persistent as the surviving parent and one ticker on Indian exchanges. Management has committed not to terminate existing shop or collective bargaining agreements at Nagarro, and to preserve Nagarro’s leadership and culture.
Frequently Asked Questions
How much is Persistent paying for Nagarro?
Persistent has launched an all-cash voluntary public takeover offer at €81 per share for every outstanding Nagarro share. The equity purchase price is roughly $1.3 billion. The broader Barclays facility of up to €1.4 billion (around $1.6 billion) also covers the refinancing of Nagarro’s existing debt.
What premium is Persistent paying?
The €81 offer represents a ~140% premium to Nagarro’s undisturbed closing price on June 25, 2026. The same offer comes to roughly 94% over the three-month volume-weighted average price, according to the joint Persistent-Nagarro announcement.
What is Persistent’s $5 billion revenue target?
Persistent has told analysts the deal is designed to push the combined entity’s annual revenue to $5 billion by March 2031. The combined Persistent-Nagarro Group would already be at combined revenue of about $2.9 billion on signing. Management has not publicly mapped the year-by-year path between those numbers.
Who is financing the Persistent-Nagarro deal?
Persistent has committed financing from Barclays of up to €1.4 billion ($1.6 billion), repayable in 18 months. Persistent said it does not intend to launch a qualified institutional placement to raise fresh equity, but is open to private equity participation at the asset level.
When will the Persistent-Nagarro deal close?
The deal is expected to close by March 2027. Persistent must first launch the formal offer following BaFin approval of the offer document. It must then clear a 50% plus one share minimum acceptance threshold in the open offer.





