About Wipro

Wipro Limited is a leading global information technology, consulting and business process
services company. We harness the power of cognitive computing, hyper-automation,
robotics, cloud, analytics and emerging technologies to help our clients adapt to the digital
world and make them successful. A company recognized globally for its comprehensive
portfolio of services, strong commitment to sustainability and good corporate citizenship,
we have over 180,000 dedicated employees serving clients across six continents. Together,
we discover ideas and connect the dots to build a better and a bold new future.

Wipro’s M&A Approach

Wipro has acquired 20 companies, including 13 in the last 5 years. A total of 6 acquisitions
came from private equity firms. It has also divested 4 assets. Wipro’s largest acquisition to
date was in 2016, when it acquired Appirio for $500M. Its largest disclosed sale occurred in
2009, when it sold Infocrossing to Mariner Systems for $600M. Wipro has acquired in 6
different US states, and 7 countries. The Company’s most targeted sectors include
information technology (67%) and business services (12%).

The company under the astute leadership of its founder Azim Premji had initiated mergers
and acquisition spree in 2005 with a strategy called as String of Pearls. Since then it has
acquired around 14 companies with varied valuation. These acquisitions have helped Wipro
hedge technology risks, especially at a time when newer start-ups disrupt existing ideas.

Wipro has moved faster to the new market segments such as cloud and digital. In fact, the
information technology industry’s growth is now being increasingly driven by automation,
digital, cloud, and analytics. Wipro is also engaged in the fast-moving consumer goods
sector (FMCG) and has even done a number of acquisitions there. The 6,000 crore Wipro
Consumer care made headline in the global FMCG market when it acquired Chinese
personal care maker Zhongshan Ma Er Daily products, which was the tenth acquisition in a
decade.

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 About Appirio
Appirio, a Wipro Company, develops modern business applications for enterprise companies
and delivers the tools they need to attract top talent, boost collaboration, and deliver
exceptional customer experiences. Our experience-led strategy focuses on the four pillars of
success: implementation success, user success, operational success, and financial success to
close the value gap and to ensure customers realize the full value of their technology
investments. Appirio, founded in 2006, is a global strategic partner of Salesforce and long-
time Google partner who has helped over 3,000 enterprises adopt effective cloud-based
solutions across industries, including Healthcare & Life Sciences, Banking, Higher Education,
Manufacturing, and Retail. We are invested in building industry-focused accelerators that
improve time to value and are repeatedly recognized as a key partner in innovation by
Salesforce and among the best places to work across the globe.

Wipro Acquires Appirio

Wipro has been hailed as a visionary for acquiring a company that has firmly established
itself as a leading provider of as-a-service delivery. It now has the ability to make serious
moves in the market and has added an arrow to its quiver which is different than all its
other arrows, which mainly represent offshore services for a cheaper price. Wipro’s
acquisition strategy in comparison to its peers is exemplary and its acquisitions have allowed
it to leapfrog some of its peers in terms of revenue accretion. By buying Appirio, Wipro
cashed in better on the opportunities in the cloud segment where software services are
delivered remotely from data centres using the internet. Enterprises are increasing adoption
of cloud technologies because of the ease of deploying sophisticated solutions as well as
cost advantages, and as they do so companies such as Appirio can help move apps to the
cloud.

Wipro consolidated its existing cloud applications practices of CRM software from Salesforce
and HR software from Workday under Appirio brand and structure. Appirio CEO Chris Barbin
headed the combined cloud services business. The acquisition made sense for Appirio

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because the combination could offer more technologies and put it in a better position to

take on competition such as Accenture and Deloitte.

Purchase Consideration

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 Transaction Highlights
On October 20, 2016, Wipro Ltd. signed a definitive agreement to acquire Appirio Inc for
$500 million. Wipro acquired Appirio to augment its cloud implementation capabilities in
Salesforce and Workday, two of the fastest growing cloud technology platforms for the
enterprise.

Wipro’s current TEV/Total Revenue is 2.0X. However, Wipro was willing to pay extra
premium for cloud talent and intelligence property of Appirio, with a revenue multiple of
2.5X. This indicates the willingness of India-based large IT services companies paying a
premium for the right transactions.

This announcement comes on the heels of Accenture’s acquisition of DayNine on September

26, 2016 to almost double Accenture’s WorkDay Practice. DayNine was widely regarded as
the top Workday Cloud Implementation Company (CI).

While Accenture went for a pureplay CI, Wipro chose one with a more diversified offering.
However, Salesforce and Workday have no conflicting offerings today. Market leadership
and relative size continue to remain important.

Deal Advisors
William Blair acted as financial advisor to Appirio, a portfolio company of Fidelity, General
Atlantic, GGV Capital, and Sequoia Capital, in connection with its pending acquisition by

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Wipro for $500 million. The transaction is subject to customary closing conditions and
regulatory approval.

Industry expertise: Appirio and its investor group were attracted to William Blair’s extensive
knowledge and experience in the IT services sector, particularly in the cloud services
segment. William Blair’s team possessed a unique market perspective given precedent
transactions in both the Salesforce and Workday ecosystems. In addition, William Blair’s
extensive and long-standing relationships with global strategic buyers were critical to quickly
identifying Wipro as the highest-likelihood buyer for Appirio and facilitating engagement
between the two companies.

Execution excellence: The William Blair team was integrally involved in coordinating due
diligence and negotiating key contract terms, ultimately facilitating an exceptional outcome
for Appirio’s stakeholders. The collective teams were able to proceed from introductory
meeting to signing in less than 60 days, a nearly unprecedented pace for a transaction with
a global strategic buyer.

Long-term client relationship: William Blair’s IT services team maintained a strong

relationship with Appirio management over multiple years. This relationship was essential to
the transaction process and contract negotiations and fostered trust and confidence with
both seller and acquirer.

Public (Press) Statements

“In an increasingly digital world, as consumer behaviours and expectations continue to be
reshaped by experiences, companies are recognizing that they need to transform how they
engage with customers and employees by leveraging the power of Cloud. Appirio and Wipro
are coming together to unlock transformational synergies in the applications space and help
enterprises create new business models,” said Abidali Z. Neemuchwala, Chief Executive
Officer & Executive Director, Wipro Limited, in a statement.

"As one of our earliest partners, Appirio has played a key role in the Workday Community,
and we're thrilled to see such a great opportunity for the team's continued growth," said
Aneel Bhusri, Co-founder and Chief Executive Officer, Workday. "With Appirio, Wipro gains

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an organization with deep industry expertise and a strong commitment to customer service,
dedicated to helping companies take their businesses to the cloud."

“When you combine Wipro’s global scale and deep digital focus with Appirio’s
transformative worker and customer experience expertise, and best in class team, brand,
and partners, you create a formidable force in the industry,” said Barbin, Appirio’s CEO.
“Together, our aim is to dominate the market and claim the top spots in industry Net
Promoter Score, market share, and best places to work.”

“Chris and his team have spent the last decade building Appirio into a global leader
delivering amazing customer experiences with Salesforce,” said Marc Benioff, chairman and
CEO of Salesforce. “I couldn’t be prouder of Appirio as it joins Wipro, where together they
will continue to drive customer success on a much larger scale.”

"Appirio and Wipro are coming together to unlock transformational synergies in the
applications space and help enterprises create new business models, said Wipro CEO Abid
Ali Neemuchwala, who aims to double the company's revenue to $15 billion by 2020.

"By combining our strengths, we'll have a direct and realistic shot at returning to the
number one market and mindshare position, and will immediately become the biggest of
the TWITCH crew (TCS, Wipro, INFY, Tech Mahindra, Cognizant and HCL)," Barbin said in the
blog post.

"This is a significant deal for Wipro. But with such deals, of almost a start-up, it is important
to see how much of talent can be ringfenced as well as retained," Tom Reuner,
vicepresident at research firm HfS, told ET.

Wipro announced that it has completed the acquisition of Appirio on 23 November 2016. As
mentioned in the media presentation submitted as part of results for the quarter ended 30
September 2016, impact of the Appirio acquisition is expected to reflect in the financials of
Wipro for the quarter ending 31 December 2016, the company said.

Closing Timeline

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The acquisition of Appirio by Wipro was subject to customary closing conditions which are a
set of loosely defined general conditions that need to be satisfied before the consummation
of a merger or takeover. These conditions are generally found in the purchase or sale
agreement. Both the target and acquirer have conditions that must be met or waived, and
may also include joint responsibility conditions as highlighted in the table. Also because of
regulatory approvals, the acquisition of Appirio was closed in the quarter ending December
31, 2016. William Blair & Company acted as financial advisor to Appirio during the
transaction.

Post-Merger/Acquisition Integration
Post the acquisition by Wipro, Appirio learned the importance of full alignment. In one year,
it expanded the reach to global hubs like Toronto, Stockholm, Paris, Amsterdam, and
Sydney. Providing consistent Customer Experience across all regions became a priority. To
better manage this process, the company integrated the Executive Leadership Team with
Wipro leaders including Teena Bhasin as Head of Global Integrated Services; Rajeev Kumar
as Chief Customer Officer; Krishnan Subramanian as Chief Financial Officer; and Sid Mishra
as Practice Head for Salesforce. Appirio also brought the Virtuous Cycle to Wipro. This
philosophy — the idea that workers and customers are intrinsically linked together in a
circle of positive reinforcement — is at the very core of Appirio. While Appirio delivered
measurable business results to customers and a vibrant company culture to its employees,
Wipro brought a broader set of capabilities and an extensive global presence. Combining
strengths has allowed Appirio to compete on an entirely new playing field. It is now the
third largest global consulting partner in the Salesforce ecosystem, and has a seat at the
table for those large, multi-million-dollar, global deals.

Appirio’s talent is its most treasured asset. As a consulting company, their product is their
people. The company entered this deal to foster the talent of employees by improving on
training programs, as well as taking advantage of Wipro’s continuing education, benefits,
and performance management. One of the things the company was most excited about

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post-acquisition was the possibility of getting assigned to more international projects.
Several of Appirio’s employees have spent the past year on both long- and short-term
projects in Australia, India, Europe, and Japan. The company did experience some voluntary
attrition in the initial months post-acquisition, but it remained consistent in messaging and
actions, and stayed true to the transparent leadership style and culture.

Winning culture awards during an acquisition and integration is remarkable. The entire
Wipro leadership team came all the way from India to visit Appirio’s Indianapolis
headquarters. Not only did Wipro show that they cared about Appirio’s people, vision, and
interests; they also expressed how Appirio could be a change agent for the Wipro culture as
a whole. On the day the acquisition closed, Wipro CEO Abidali Neemuchwala changed
Wipro's dress code to match Appirio’s more casual and relaxed standard. That action was
not only great news for the Wipro employees, but was symbolic of Wipro’s desire to change
along with Appirio. This mutual respect and partnership ensure that the Appirio culture lives
on.

References
https://www.wipro.com/en-IN/newsroom/press-releases/2016/wipro-to-acquire-appirio--a-global-
cloud-services-company/

https://mnacritique.mergersindia.com/wipro-technologies-growth-by-acquisition/

https://techcrunch.com/2016/10/20/indias-wipro-buys-cloud-services-consultancy-appirio-for-
500m/

https://economictimes.indiatimes.com/tech/ites/wipro-to-buy-appirio-cloud-services-for-500-
million-acquisition-expected-to-be-completed-in-december/articleshow/54959882.cms

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https://mergr.com/wipro-acquisitions

https://www.livemint.com/Opinion/Yj7Z9wLVL7JM2zCj0U6LCO/The-real-reason-why-Wipros-deal-
to-buy-Appirio-is-appropria.html

https://www.crunchbase.com/acquisition/wipro-acquires-appirio--f293008f

https://www.business-standard.com/article/news-cm/wipro-gains-after-completing-acquisition-of-
appirio-116112500173_1.html

https://www.williamblair.com/en/News-Items/2016/October/21/Appirio-Acquired-by-Wipro.aspx

https://truebluepartners.com/wipro-acquires-appirio

https://www.wipro.com/content/dam/nexus/en/investor/news/2016/12940-Appirio-Acquisition-
Disclosure-under-SEBI-Listing-Regulation.pdf