ITC Infotech to Merge With Happiest Minds: ₹1,330 Crore Stake Buy and $1 Billion Revenue Target

ITC Infotech, a wholly owned subsidiary of ITC Ltd, is set to merge with Bengaluru-based Happiest Minds Technologies to create an AI-first IT services company targeting a USD 1 billion turnover by FY28.

As part of the transaction, ITC Infotech will acquire a 22.106% stake in Happiest Minds from promoter Ashok Soota and Ashok Soota Medical Research LLP for around ₹1,330 crore. The proposed merger will combine the two companies' technology and enterprise capabilities.

ITC Infotech to acquire 22.106% stake in Happiest Minds

The stake purchase will take place in two tranches. ITC Infotech will first acquire an 11% stake at ₹390 per share, followed by another 11.106% stake at ₹400 per share.

Following the acquisition, Happiest Minds will be amalgamated with and into ITC Infotech. The transaction remains subject to the required shareholder, statutory and regulatory approvals.

Happiest Minds shareholders to receive ITC Infotech shares

Under the approved share-swap arrangement, shareholders of Happiest Minds will receive 25 fully paid-up ITC Infotech shares for every 81 Happiest Minds shares held.

Once the merger becomes effective, ITC Infotech is proposed to be listed on both the BSE and NSE, giving public-market investors exposure to the combined IT services business.

ITC to hold 73.4% in merged company

The transaction will make ITC Ltd the promoter of the combined entity with a 73.4% stake. Existing Happiest Minds promoters will be reclassified as public shareholders and are expected to hold 7.6% of the merged company.

The remaining stake will be held by other public shareholders following completion of the transaction. The ownership structure will change once the merger becomes effective.

Combined entity targets USD 1 billion revenue by FY28

The merged company will have a workforce of more than 19,000 professionals and is targeting USD 1 billion in revenue by FY28.

The combined business is expected to offer capabilities across AI, digital engineering, cloud, data, analytics, cybersecurity, enterprise transformation, SAP and Industry 4.0. It will also expand its presence across sectors including hi-tech, healthcare and edtech.

ITC Infotech-Happiest Minds combined revenue

According to the regulatory filings, the two businesses reported a combined FY26 revenue of ₹7,033 crore, which would make the merged company India's 11th-largest listed IT services player by revenue once listed.

Happiest Minds reported FY26 revenue of ₹2,315.11 crore, while ITC Infotech reported revenue of ₹4,718 crore.

What does the merger mean for Happiest Minds investors?

The merger will significantly change the structure of Happiest Minds as the company is proposed to be amalgamated into ITC Infotech. Existing shareholders will receive shares in ITC Infotech according to the approved swap ratio.

The transaction could give investors exposure to a larger IT services platform combining Happiest Minds' digital and AI capabilities with ITC Infotech's enterprise technology operations. However, the merger still requires regulatory and other approvals before completion.

ITC Infotech-Happiest Minds merger timeline

The companies expect the transaction to take up to 15 months, subject to statutory, shareholder and regulatory approvals. Until the required approvals are received and the merger becomes effective, the two businesses will continue to operate independently.

The proposed transaction marks a significant consolidation in India's mid-sized IT services sector, with the combined company positioning itself around AI, digital transformation and enterprise technology services.

ITC Financial Metrics

Financial Metric	ITC Ltd
Current Price	₹263
Market Cap	₹3,29,847 crore
52-Week High	₹427
52-Week Low	₹256
Stock P/E	16.7
Book Value	₹57.9
Dividend Yield	5.51%
ROCE	38.9%
ROE	29.3%
Face Value	₹1

The stock-price and valuation metrics above are based on the market data provided for September 1, 2026.

What is the ITC Infotech-Happiest Minds merger?

ITC Infotech will merge with Happiest Minds Technologies to create an AI-first IT services company with a targeted USD 1 billion turnover by FY28.

Why is ITC Infotech merging with Happiest Minds?

The merger is aimed at combining ITC Infotech's enterprise technology capabilities with Happiest Minds' strengths in digital engineering, AI and related technology services.

How much stake is ITC Infotech buying in Happiest Minds?

ITC Infotech will acquire a 22.106% stake in Happiest Minds from its promoters.

How much is ITC Infotech paying for Happiest Minds stake?

ITC Infotech will pay around ₹1,330 crore for the 22.106% promoter stake.

What is the Happiest Minds-ITC Infotech share-swap ratio?

Happiest Minds shareholders will receive 25 ITC Infotech shares for every 81 Happiest Minds shares held.

What will happen to Happiest Minds shares after the merger?

Happiest Minds will be amalgamated into ITC Infotech, with its shareholders receiving ITC Infotech shares under the approved share-swap ratio.

Will Happiest Minds shareholders get ITC Infotech shares?

Yes. Eligible Happiest Minds shareholders will receive ITC Infotech shares at the approved 25:81 share-swap ratio.

Will ITC Infotech be listed after the merger?

Yes. ITC Infotech is proposed to become a listed company following completion of the merger.

When will ITC Infotech be listed on NSE and BSE?

The merger is expected to take up to around 15 months, subject to regulatory and other approvals. The combined entity is proposed to be listed on the NSE and BSE after the merger becomes effective.

What stake will ITC hold in the merged company?

ITC Limited is expected to hold approximately 73.4% of the combined entity after the merger.

What is the revenue of the combined ITC Infotech and Happiest Minds?

The combined entity reported FY26 revenue of ₹7,033 crore.

How many employees will the merged ITC Infotech company have?

The combined entity is expected to have a global workforce of more than 19,000 professionals.

What is the FY28 revenue target for ITC Infotech and Happiest Minds?

The combined entity is targeting USD 1 billion in revenue by FY28.

Is the ITC Infotech-Happiest Minds merger good for investors?

The merger could create a larger AI-focused IT services business with broader capabilities and scale, but the impact on investors will depend on the successful completion and integration of the transaction.

Why is Happiest Minds stock reacting to the merger news?

Happiest Minds shares are reacting to the proposed stake purchase, merger structure and share-swap terms, as investors assess the valuation and future ownership of the company.