Infosys Limited · NSE:INFY

Infosys — Infosys Technologies — Merger or Acquisition (September 2008)

15 slides from Infosys's merger presentation, Sep 5, 2008

  1. Slide 1: Proposed Acquisition of Axon Group plc

    Infosys POWERED BY INTELLECT DRIVEN BY VALUES Proposed Aequisiitin of Axon Group pic Hee

  2. Slide 2: Disclaimer

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  3. Slide 3: Summary of the transaction

    Summary of the transaction The transaction is to acquire the entire issued and to be issued shares of Axon Axon is listed on the London Stock Exchange Acquisition price is £6.00 per Axon share (including any interim dividend declared by the board of Axon) Entire consideration payable in cash Acquisi

  4. Slide 4: Transaction rationale

    Transaction rationale The combination intends: To have the global reach, scale and financial strength necessary to participate in deals that are transformational for clients’ businesses To create a leading global SAP consulting service provider To cross-sell services to each others’ clients To lever

  5. Slide 5: Infosys at a glance

    LTM Jun 08 Revenue / 5-year CAGR: LTM Jun 08 Net Income / 5-year CAGR: Employees (Jun 08): Market capitalization: Global Presence: Business Model: usta an Nationa Stock xchange, The Sony Stock Exchange in nda andthe NASDAG Gla slat mart nthe US, The market capstone bated onthe closing pie on NASDAG

  6. Slide 6: About our SAP practice

    About our SAP practice Aglobal implementation partner for SAP Servicing 100+ clients Over 2,100+ consultants Servicing clients in 20+ countries Around 24% of our revenues today come from consulting and enterprise solutions Revenue from the SAP practice grew by 65.5% (CAGR over the last three years)

  7. Slide 7: About Axon

    About Axon Founded in 1994, Axon is a leading SAP consulting company Strategy is to become a global player delivering Business Transformation services using SAP as a strategic platform for clients Global presence Sound management with about 2,000 employees Servicing clients in 30 countries Listed on

  8. Slide 8: Axon revenue growth 2003-2007

    y S s 150 ry s £ e “o g 2 5 g 3 ae a ry 2003 2004 2005 2006 “Revenue from continuing operations, includes acquisitions Note: 2003 based on UK GAAP, 2004 ~ 2007 based on IFRS Source: Annual report 2007 7

  9. Slide 9: About Axon — historical financial performance

    About Axon — historical financial performance For the year ended December 31 Revenues” Gross profit |Gross margin % Operating profit Operating margin % Profit before tax Net profit after tax Net profit margin % “Total reported revenue, includes acquisitions Note: 2003 based on UK GAAP, 2004 ~ 2007 b

  10. Slide 10: About Axon — segment information FY2007

    ‘About 6 ‘on — segment nation FY2007 By services By geography Application ; Asia-Pacific management Business 12% . consulting 20% Solutions: implementation 68% Vertical presence Aerospace & Defence, Automotive, Chemicals, Construction & Mining, Consumer, Distribution & Transport, Electronics & Elect

  11. Slide 11: Axon — financial position

    Axon — financial position As of 31 December 2007 Goodwill Property, plant and equipment Trade and other receivables Cash and cash equivalents Other assets Total assets Current liabilities Non-current liabilities Shareholders’ funds Total liabilities and shareholders’ funds Source: Annual report 2007

  12. Slide 12: Valuation

    Valuation = Acquisition price of £6.00 per Axon share in cash (including any interim dividend declared by the board of Axon) = Acquisition price represents: + a19.4 % premium to the closing price of £5.025 on August 22, 2008, the last business day prior to the announcement a 31.7 % premium to the av

  13. Slide 13: Expected timetable

    Expected timetable Transaction is expected to close in November 2008 Estimated date Key steps September 2008 Court hearing of application September 2008 Scheme document posted October 2008 Court meeting / EGM November 2008 Court hearing Scheme effective

  14. Slide 14: Advisors to the transaction

    Advisors to the transaction Financial advisor vt ABN-AMRO ABN AMRO Corporate Finance Limited Legal advisor Linklaters Linklaters LLP

  15. Slide 15: Thank You

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