Persistent Systems announced that it has signed a business combination agreement with Nagarro to create the Persistent-Nagarro Group, a global AI-led digital engineering and enterprise modernization company.
Under the agreement, Galaxy Germany Holding SE, a wholly owned direct subsidiary of Persistent, plans to launch a voluntary public takeover offer for all outstanding Nagarro shares at €81 per share in cash.
The offer price represents a premium of about 140% to Nagarro’s undisturbed closing price on June 25, 2026, and about 94% to the three-month volume-weighted average price.
Nagarro’s Management Board and Supervisory Board support the transaction and intend to recommend that shareholders accept the offer, subject to their review of the offer document.
Persistent has already secured an approximately 21% stake in Nagarro through a binding share purchase agreement with Lantano Beteiligungen, the investment vehicle of Nagarro’s largest shareholder. Members of Nagarro’s Management Board have also declared their intention to tender their shares into the offer.
Nagarro is a Munich-headquartered digital engineering company with about 18,500 employees across more than 40 countries. The company generated approximately €1 billion in revenue in calendar year 2025 and has deep expertise across industrial, consumer, technology, media and telecommunications, and banking, financial services and insurance verticals.
The proposed combination would create a company with about $2.9 billion in revenue run-rate and more than 46,000 employees across over 40 countries. The combined group would include more than 37,000 employees in India, over 3,500 in North America, and over 3,000 in Europe.
Persistent said the combination brings together its AI-led engineering leadership, North American scale, and partner ecosystem with Nagarro’s European business, complementary verticals, AI capabilities, and ERP and customer experience delivery expertise.
The combined group would have a more diversified geographic footprint, including over $1.7 billion in North American business and more than $600 million in European business. Persistent’s European revenue share would increase from 9% to 22% after the combination.
Persistent said the transaction would also enhance its total addressable market to more than $1.4 trillion and create scale across banking, financial services and insurance, healthcare and life sciences, technology, media and telecommunications, industrial, and consumer markets.
The combined company is expected to have more than 350 marquee client relationships, including four of the top five European automotive companies, seven of the top 10 U.S. and Indian banks, and eight of the top 15 healthcare and life sciences companies.
The deal is designed to create an end-to-end AI and digital engineering stack, combining Persistent’s AI and platform portfolio with Nagarro’s AI, digital, ERP, and CX capabilities.
Persistent said the transaction is expected to be cash EPS accretive in the first year. The company plans to fund the transaction with committed financing from Barclays and expects leverage to remain within conservative limits, with meaningful reduction planned over a two-year period.
The offer will be subject to a minimum acceptance threshold of 50% plus one share of all outstanding Nagarro shares. Persistent expects to launch the offer after approval of the offer document by BaFin, with closing anticipated in the fourth quarter of 2026 or first quarter of 2027, subject to regulatory approvals and customary conditions.
Persistent does not intend to enter into a domination or profit and loss transfer agreement for two years after closing. Following completion of the offer, Persistent intends to pursue a delisting of Nagarro shares from the regulated market of the Frankfurt Stock Exchange as soon as practicable and legally feasible.
Barclays is serving as sole financial advisor to Persistent, while Hengeler Mueller and Khaitan are serving as legal advisors. J.P. Morgan is serving as sole financial advisor to Nagarro, and Freshfields is serving as legal advisor.
KEY QUOTES:
“At Persistent, we have always believed that great companies are built over decades, not quarters. They are built by talented people, a strong engineering culture, a willingness to innovate, and by earning clients’ trust every single day. Those principles have guided us since 1990. When we got to know Nagarro, what stood out was not just the quality of their business, but the similarity of their values. We saw the same respect for engineering, the same entrepreneurial spirit, and the same commitment to building lasting client relationships. That shared foundation gives us confidence that together we can create something even stronger. AI is reshaping our industry at an unprecedented pace. Success will belong to companies that combine deep technical capability with global reach, while continuing to attract, develop and inspire exceptional people. Together, Persistent and Nagarro will be better positioned to help our clients navigate this new era, create greater opportunities for our teams, and build an organisation that will endure for many years to come.”
Dr. Anand Deshpande, Founder, Chairman and Managing Director of Persistent Systems
“The next wave of enterprise transformation will be defined by AI, engineering excellence, and global scale. Bringing Nagarro and Persistent together is a defining milestone in our journey to build a global, engineering-led technology services leader. Nagarro is an exceptional strategic and cultural fit for Persistent, with shared values, complementary capabilities, and a common commitment to customer success. This combination strengthens our position in Europe, expands our scale in North America, and enhances our ability to help clients accelerate their AI and digital transformation journeys. Together, we are creating one of the industry’s leading AI-led, engineering-driven digital transformation companies, creating greater opportunities for our clients, our people, and all our stakeholders.”
Sandeep Kalra, Executive Director and Chief Executive Officer of Persistent Systems
“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. With the combined strengths of Persistent and Nagarro, we’ll be able to deliver the complex intelligence transformation programs that our clients are increasingly demanding – at scale, across industries, and across the world. I am excited because I believe that joining forces is a compelling step forward– for the clients, shareholders, and colleagues in both companies.”
Manas Human, Co-Founder and CEO of Nagarro
“Nagarro has been built over decades by exceptional people. In Persistent, we found a partner with shared values, convictions and complementary strengths: a business with genuine AI and Engineering capabilities, the scale to accelerate Nagarro’s ambitions, and a management culture that earns trust. The offer price represents a significant premium over the current share price adequately reflecting Nagarro’s value. The Supervisory Board supports this transaction with full conviction and will recommend acceptance of the offer subject to a review of the offer document.”
Christian Bacherl, Chairman of the Supervisory Board of Nagarro
