Interim report
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Happiest Minds Technologies Limited Regd. Office: #53/1-4, Hosur Main Road, Madivala, Bengaluru-560068, Karnataka, India CIN of the Co. L72900KA2011PLC057931 P: +91 80 6196 0300, F: +91 80 6196 0700 Website: www.happiestminds.com Email: investors@happiestminds.com November 02, 2026 Listing Compliance & Legal Regulatory BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001 Stock Code: 543227 Listing & Compliance National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra East, Mumbai 400 051 Stock Code: HAPPSTMNDS Dear Sir/Madam, Sub: Outcome of the Board Meeting held on November 02, 2026 We wish to inform that the Board of Directors of the Company at its meeting held today i.e., November 02, 2026, transacted inter alia the following businesses: 1. Financial results for Q2 FY27: Approved the unaudited financial statements of the Company (both standalone and consolidated) prepared in accordance with Indian Accounting Standards (Ind AS) for the quarter and half year ended as on September 30, 2026. The copies of the financial results together with Auditors ’ review report (with UDIN), presentation to Investors and press release covering the results for the quarter and half year ended as on September 30, 2026, and disclosure of security cover of NCD for the said quarter are enclosed herewith. 2. Interim Dividend for FY 27: Declared an interim dividend of ₹3.05/- per equity share of face value ₹2/- for the financial year 2026 -27. Record date for the purpose of interim dividend has been fixed on November 0 6, 2026, and the dividend will be paid on and after November 17, 202 6, to the equity shareholders of the Company whose names appear in the Register of Members of the Company or in the records of Depositories as beneficial owners of shares as on the aforesaid record date. The Board meeting commenced at 8.45 pm IST and concluded at 9.15 pm IST. This is for your information and records. Thanking you, Yours faithfully, For Happiest Minds Technologies Limited Praveen Kumar Darshankar Company Secretary & Compliance Officer Membership No. F6706
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Happiest Minds Technologies Limited Regd. Office: #53/1-4, Hosur Main Road, Madivala, Bengaluru-560068, Karnataka, India CIN of the Co. L72900KA2011PLC057931 P: +91 80 6196 0300, F: +91 80 6196 0700 Website: www.happiestminds.com Email: investors@happiestminds.com November 02, 2026 Listing Compliance & Legal Regulatory BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001 Stock Code: 543227 Listing & Compliance National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra East, Mumbai 400 051 Stock Code: HAPPSTMNDS Dear Sir/Madam, Sub: Disclosure under Regulation 54(2) & 54(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Pursuant to Regulation 54(2) & 54(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform that the Non-convertible Debentures (“NCDs”) issued by the Company up to September 30, 2026, are unsecured, therefore th is regulation relating to disclosure of security cover is not applicable to the Company. We enclose herewith a NIL/NA report with respect to security cover for the quarter ended September 30, 2026, in the format prescribed under Chapter V of SEBI Master Circular No. SEBI/HO/DDHS -PoD- 1/P/CIR/2025/117 dated August 13, 2025. Note: Since the Company has fully redeemed all the outstanding NCDs, no NCDs remained outstanding as on September 30, 2026. Accordingly, the disclosure requirements under Regulation 54(2) and 54(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, will not be applicable to the Company from the next quarter onwards, unless the Company issues any further NCDs. This is for your information and records. Thanking you, Yours faithfully, For Happiest Minds Technologies Limited Praveen Kumar Darshankar Company Secretary & Compliance Officer Membership No. F6706
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Format for Security Cover Annexure Column A Column B Column C Column D Column E Column F Column G Column H Column I Column J Column K Column L Column M Column N Column O Particulars Exclusive Exclusive Pari- Passu Pari- Passu Pari- Passu Assets not Elimination (Total Related to only those items covered by this certificate Charge Charge Charge Charge Charge Offered as (amount C to H) Security in negative) Assets Other debt Market Carrying/book value for Market Carrying value/ book Total Value shared by assets on amount Value for exclusive charge assets Value for value for pari passu (=K+L+M+ Description of asset for which this certificate relate Debt for which this certificate being issued Other Secure d Debt Debt for which this certificate being issued pari passu debt holder (includes debt for which this certificate is issued & other debt which there is pari- Passu charge (excluding items covered considered more (due to exclusive plus pari passu charge) Assets charged on Exclusive basis where market value is not ascertainable or applicable (For Eg. Bank Balance, DSRA market value is not applicable) Pari passu charge AssetsVIII charge assets where market value is not ascertainable or applicable (For Eg. Bank Balance, DSRA market value is not applicable) N) with pari in column passu F) charge) Relating to Column F Book Value Book Value Yes/ No Book Value Book Value ASSETS Property, Plant and Equipment NIL/NOT APPLICABLE Capital Work-in- Progress Right of Use Assets Goodwill Intangible Assets Intangible Assets Under Development Investments Loans Inventories Trade Receivables Cash and Cash Equivalents Bank Balances other than Cash and Cash Equivalents Others Total LIABILITIES Debt securities to which this certificate pertains Other debt Sharing pari-passu charge with above debt Other Debt Subordinated debt Borrowings Bank Debt Securities Others Trade payables Lease Liabilities Provisions Others Total Cover on Book Value Cover on Market Value
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Investor Presentation Q2 FY 27 1
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Happiest Minds AI First customer-obsessed digital engineering and Mindful IT company IPO - In September 2020 • Completed 15 years in March 2026; ~700,000 shareholders • Proposed merger with ITCI announced on August 31, 2026. • Combined entity targets US$1B revenue by FY28. 95 Fortune2000 / Forbes200 Billion $ Corporations 310+ Active Clients 95.1% Repeat Business Mission Statement Happiest People Happiest Customers SMILES Values Sharing, Mindful, Integrity, Learning, Excellence, Social Responsibility Disclaimer: All logos are the property of their respective owners. across 16 Countries 6,466 Happiest Minds 27% Gender Diversity Great Place To Work® Top 100 India’s Best Workplaces in IT & IT-BPM for 2024 Top 100 India’s Best Workplaces for Women 2024 Top 50 India’s Best Workplaces in Health & Wellness 2024 Golden Peacock Corporate Governance Award 2022 Business Excellence Award 2021 2 Top Employers Happiest Minds Recognized as Top Employer India 2026 for People-First Practices
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3©Happiest Minds Confidential. AI First. Agile Always. Built for the AI-Native Enterprise Turning AI as a Core Enterprise Capability AI-First by Design GenAI and Agentic AI are core to how we design, build, and deliver solutions. AI-Native Delivery Model Our AI Services Delivery Platform enables human and AI to work together to deliver faster, better, and at lower cost. Agentic AI Leadership End-to-end Agentic AI capabilities spanning AI assistants, domain copilots, AI-native platforms, ITSM, cybersecurity, and operations. Proven at Scale Multiple GenAI & Agentic AI use cases have moved from early prototypes to live, repeatable solutions for clients. Responsible and Ready Responsible AI by default, with 75%+ GenAI-enabled developers & testers and a talent base with 600 AI specialists Industry AI Innovation Building AI solutions and accelerators to improve business efficiency across Business domains
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4©Happiest Minds Confidential. Our Business BFSI EdTech Hi-Tech and Media & Entertainment Industrial, Manufacturing and Energy & Utilities Retail, CPG & Logistics IoT DevOps & RPA Software Defined Networking / NFV Big Data & Advanced Analytics Blockchain Cloud Security BPM & Integration Product & Digital Engineering Services Generative AI Business Services Agile and Secure Infrastructure Services Healthcare & Life Sciences Confidential – www.happiestminds.com 4 Industry Groups (IG)
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GBS ▪ Generative AI Applications ▪ Generative AI Custom Models ▪ Full-Scale Generative AI Offerings ▪ Text Based LLM’s ▪ (CoE) for Generative AI ▪ Generative AI Security ▪ Generative AI Quality Testing ▪ Generative AI infrastructure management & support services ▪ Cyber, Infrastructure & Data Security ▪ Data Privacy, Governance, Risk & Compliance ▪ Identity & Access Management Security ▪ Cloud & DC Infrastructure ▪ Digital Workspaces ▪ Networks ▪ ITSM, ITOM Tools & Platforms Infrastructure PDES Product and Digital Engineering Services IMSS ▪ Modern Data Warehouse, AI & Data Science ▪ Data Lakes ▪ Stream Analytics ▪ Connecting Manufacturing ▪ Connecting Supply Chain & Distribution ▪ Connecting Product ▪ Connecting Services ▪ Digital Automation Consulting for Applications / Infrastructure ▪ Blockchain & Web 3.0 ▪ Metaverse & AR/VR ▪ Drones & Robotics AI / Analytics Internet of Things Digital Process Automation Next-Gen Technologies Our Business CoEs © Confidential – www.happiestminds.com 5 Generative AI Business Services Infrastructure Management and Security Services ▪ Digital Foundry ▪ Startup Technology Acceleration ▪ Platform Engineering ▪ Device Engineering ▪ Quality Engineering ▪ Consulting and Domain-led Offerings
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6 ©Happiest Minds Confidential. For a Global electronics distributor Happiest Minds has been selected as a cloud engineering partner for Azure administration, infrastructure automation, cloud networking and observability. For a Global electronics distributor Happiest Minds has been selected as a cloud engineering partner for Azure administration, infrastructure automation, cloud networking and observability. For a US healthcare TPA Happiest Minds has been selected as a Data & Analytics partner to implement data analysis, engineering and governance. For a Global AI-powered Digital Asset Management (DAM) platform company Happiest Minds has been selected as a strategic AI-led technology partner to establish and scale its Bengaluru GCC, with a transformation-led operating model focused on productivity, talent enablement, and scalable delivery. For a US skincare, beauty and personal care manufacturer Happiest Minds has been selected as the strategic Managed Services Partner to support its IT operations through a multi-year engagement. For India’s leading manufacturer of commercial vehicles Happiest Minds has been selected as a strategic technology partner for its next-generation connected vehicle platform, driving platform operations, automation and scalability as it advances its Software Defined Vehicle journey. For an Indian specialty steel manufacturer Happiest Minds has been selected as a strategic transformation partner for SAP integrated production planning, scheduling, real-time WIP visibility, operational dashboards and future AI- driven manufacturing capabilities.
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ISG’s Manufacturing Industry Services and Solutions 2026 US Region • Contender in Engineering Research & Development (ER&D) Services and Physical AI and Smart/Digital Factory Services • Product Challenger in Supply Chain and Aftermarket Services and Technology, Transformation and Consulting Services Europe • Product Challenger in Technology, Transformation & Consulting Services and Contender in Engineering Research & Development (ER&D) Services Major Contenders in Insurance Claims Operations PEAK Matrix® Assessment 2026 ISG EVEREST ISG Provider Lens® for Generative AI Services 2026 (Global) • Product Challenger in Strategy & Consulting Services - Midsize • Product Challenger in Development & Deployment Services - Midsize 7©Happiest Minds Confidential. Contender in Agentic AI Development & Deployment Services – Midsize in the ISG Provider Lens® Agentic AI Services 2026 (Global)
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Q2 FY 27 Financial and Operational Performance 8
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Results Q2 FY27 All amounts in ₹ Lakhs unless stated otherwise www.happiestminds.com Notes: 1. Amortization/Unwinding interest are non- cash items related to acquisitions. 2. Exceptional item : ₹398 lakhs incurred towards the proposed merger with ITC Infotech in Q2 FY27. 3. Adjusted PBT/ Adjusted PAT is calculated by adding back exceptional items and amortization of intangible assets. 9 Particulars Q2 FY27 Q1 FY27 QoQ Q2 FY26 YoY HY 27 HY 26 YoY Revenues 64,543 62,851 2.7% 57,357 12.5% 1,27,394 1,12,347 13.4% Other Income 2,056 2,369 2,161 4,425 5,164 Total Income 66,599 65,220 2.1% 59,518 11.9% 1,31,818 1,17,511 12.2% Operating Margin 11,911 10,868 9.6% 9,733 22.4% 22,778 19,455 17.1% % 18.5% 17.5% 17.0% 18.1% 17.3% EBITDA 14,204 14,129 0.5% 12,027 18.1% 28,333 24,433 16.0% % 21.3% 21.7% 20.2% 21.5% 20.8% Finance Cost 3,086 2,846 2,446 5,932 4,833 Depreciation 1,312 1,208 1,165 2,520 2,346 Amortization/Unwinding Interest 1 1,055 1,055 1,150 2,110 2,300 Exceptional Item 2 398 - - 398 - PBT 8,353 9,020 (7.4)% 7,266 15.0% 17,372 14,953 16.2% % 12.5% 13.8% 12.2% 13.2% 12.7% Adjusted PBT 3 9,806 10,075 (2.7)% 8,416 16.5% 19,880 17,253 15.2% % 14.7% 15.4% 14.1% 15.1% 14.7% Tax 2,134 2,260 1,864 4,394 17,252 % 3.2% 3.5% 3.1% 3.3% 14.7% PAT 6,219 6,760 (8.0)% 5,402 15.1% 12,978 11,115 16.8% % 9.3% 10.4% 9.1% 9.8% 9.5% Adjusted PAT 3 7,911 8,052 (1.8)% 6,552 20.7% 15,963 13,415 19.0% % 11.9% 12.3% 11.0% 12.1% 11.4% Adjusted EPS 5.25 5.34 4.46 10.59 8.91
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Revenues % of Revenue (₹ Crores)Business Unit PDES : Product & Digital Engineering Services; GBS : Generative AI Business Solutions; IMSS : Infrastructure Management and S ecurity Services www.happiestminds.com Total Income 10 76.7% 17.9% 5.4% PDES IMSS GBS 94.5% 93.7% 93.4% 94.2% 91.6% 93.3% 93.7% 93.1% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 Agile 1,710 2,162 2,400 595 603 621 652 665 FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27
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Profitability Operating Margin EBITDA www.happiestminds.com RoCE/RoE* Adjusted EPS Note: *RoCE & RoE annualized for the quarters (₹) 21.4%24.6%26.2% 18.1%20.9%24.3% (₹ Crores) (₹ Crores) 11 421 462 489 120 122 121 141 142 24.6% 21.4% 20.3% 20.2% 20.4% 19.5% 21.7% 21.3% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 EBIDTA EBIDTA % 340 356 401 97 108 106 108 119 20.9% 17.5% 17.4% 17.0% 17.4% 17.5% 17.5% 18.5% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 Operating Margin Operating Margin % 22.3% 20.8% 21.8% 22.8% 21.9% 21.8% 23.9% 24.0% 16.9% 11.9% 12.8% 13.8% 12.5% 12.8% 15.5% 14.7% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 RoCE RoE 17.05 16.92 18.51 4.46 4.64 4.74 5.34 5.25 FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27
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People Utilization Note 1: TTM Offshore / Onsite Voluntary Attrition % 1 www.happiestminds.com 12 5,168 6,632 6,497 6,554 6,548 6,497 6,532 6,466 75.5% 77.3% 81.1% 80.7% 82.0% 81.4% 80.9% 81.8% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 4.1% 5.8% 6.5% 6.1% 6.4% 6.5% 6.9% 7.1% 95.9% 94.2% 93.5% 93.9% 93.6% 93.5% 93.1% 92.9% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 Onsite Offshore 13.0% 16.6% 17.0% 17.4% 17.4% 17.0% 15.4% 14.3% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27
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Revenue Contract Model www.happiestminds.com Geography Tech Split Verticals 13 56.3% 18.0% 7.8% 9.0% 8.8% Americas India Europe APAC ROW 27.7% 15.4% 17.8% 12.5% 9.7% 8.7% 6.0% 1.6% 0.7% BFSI Edu Tech Healthcare HiTech (others) Retail / CPG TME Industrial MFG Others 68.3% 31.7% T&M FP 13.3% 50.7% 20.6% 5.8% 0.7% 8.9% AI / Analytics Digital Infra / Cloud SAAS Security IoT Others
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Revenue Concentration www.happiestminds.com Customer age and Revenue Contribution Active CustomersMillion $ Customers 52% 56% 58% 48% 44% 42% FY 24 FY 25 FY 26 0-5 yrs > 5 yrs 14 28.7% 42.4% 58.7% Top 5 Top 10 Top 20 48 57 52 58 58 52 52 52 FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 250 281 306 290 297 306 306 311 FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27
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Revenue (USD ‘000) Onsite/Offshore Average Revenue / Active Customer www.happiestminds.com 15 14.4% 11.6% 12.4% 12.5% 12.1% 13.8% 14.6% 13.2% 85.6% 88.4% 87.6% 87.5% 87.9% 86.2% 85.4% 86.8% FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27 Onsite Offshore 794 917 864 906 896 864 866 875 FY 24 FY 25 FY 26 Q2 FY26 Q3 FY26 Q4 FY26 Q1 FY27 Q2 FY27
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Data Sheet www.happiestminds.com 16 FY 24 FY 25 Q2 FY26 Q3 FY26 Q4 FY26 FY 26 Q1 FY27 Q2 FY27 Verticals BFSI 10.9% 22.5% 25.3% 26.0% 26.8% 26.1% 26.8% 27.7% Edutech 23.9% 18.7% 15.3% 14.9% 16.3% 15.6% 16.3% 15.4% Healthcare 14.4% 16.3% 16.3% 18.7% 17.9% 17.1% 18.4% 17.8% Hitech 14.5% 14.5% 13.4% 12.3% 11.1% 12.4% 12.2% 12.5% Travel, Media and Entertainment (TME) 11.9% 9.0% 9.6% 9.3% 9.2% 9.5% 8.6% 8.7% Retail / CPG 7.4% 8.2% 9.8% 8.9% 8.7% 9.1% 8.9% 9.7% Industrial 7.5% 7.0% 6.6% 6.7% 6.8% 6.7% 5.8% 6.0% Manufacturing 6.3% 3.2% 3.3% 2.5% 2.3% 2.8% 2.8% 1.6% Others 3.1% 0.6% 0.4% 0.6% 0.8% 0.6% 0.4% 0.7% Total 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% Digital Service Offerings AI/ Analytics 13.3% 11.2% 11.7% 9.8% 10.2% 11.1% 11.6% 13.3% Digital infrastructure / cloud 42.9% 51.4% 54.0% 52.2% 53.0% 53.2% 53.1% 50.7% SaaS 25.7% 23.1% 19.7% 23.0% 22.6% 21.0% 21.4% 20.6% Security Solutions 9.6% 7.4% 6.1% 6.7% 5.9% 6.3% 5.7% 5.8% IoT 4.4% 3.2% 3.0% 2.4% 2.1% 2.6% 1.5% 0.7% Total 95.9% 96.3% 94.6% 94.0% 93.8% 94.2% 93.3% 91.1% IP Led 10.2% 11.0% 10.3% 9.8% 9.6% 10.1% 9.3% 10.5% Automation 28.1% 24.5% 27.5% 26.4% 25.8% 27.2% 25.7% 24.3%
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Data Sheet www.happiestminds.com 17 FY 24 FY 25 Q2 FY26 Q3 FY26 Q4 FY26 FY 26 Q1 FY27 Q2 FY27 Revenue by Geo USA 70.7% 64.6% 60.0% 59.8% 58.2% 59.3% 56.9% 56.3% India 16.3% 15.6% 18.3% 17.3% 17.1% 17.6% 18.3% 18.0% Europe 8.9% 8.1% 8.1% 7.2% 8.3% 7.8% 7.9% 7.8% APAC - 5.3% 6.4% 7.4% 7.6% 7.2% 8.2% 9.0% ROW 4.1% 6.4% 7.3% 8.4% 8.9% 8.1% 8.7% 8.8% Million $ Customers $ 10 M + 2 2 4 4 4 4 4 4 $ 5M to $ 10M 6 10 8 9 7 7 7 8 $ 3M to $ 5M 2 7 9 7 9 9 12 9 $ 1M to $ 3M 37 37 37 38 32 32 29 31 Total 48 57 58 58 52 52 52 52 Revenue by contracting Model Fixed Price 26.1% 24.1% 24.8% 28.5% 29.8% 26.5% 30.8% 31.7% Time and Material 73.9% 75.9% 75.2% 71.5% 70.2% 73.5% 69.2% 68.3% # Active Customers 250 281 290 297 306 306 306 311 # Billion $ Corporation 61 81 86 87 91 91 92 95
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Data Sheet www.happiestminds.com Notes: 1. Adjusted EPS excludes the impact of exceptional items and amortization of intangible assets. 2. Capital Return Ratios are YTD Annualized 18 FY 24 FY 25 Q2 FY26 Q3 FY26 Q4 FY26 FY 26 Q1 FY27 Q2 FY27 Onsite 211 385 397 418 423 423 452 458 Offshore 4,957 6,247 6,157 6,130 6,074 6,074 6,080 6,008 Onsite % 4.1% 5.8% 6.1% 6.4% 6.5% 6.5% 6.9% 7.1% Offshore % 95.9% 94.2% 93.9% 93.6% 93.5% 93.5% 93.1% 92.9% Utilization 75.5% 77.3% 80.7% 82.0% 81.4% 81.1% 80.9% 81.8% Diversity 27.7% 26.6% 27.1% 26.9% 26.9% 26.9% 26.7% 26.7% DSO Billed 57 60 53 55 62 62 55 60 Unbilled 29 28 35 36 32 32 37 41 Total 87 88 88 92 94 94 92 101 Earnings Per Share (EPS) ₹ EPS 16.7 12.3 3.6 2.7 4.1 14.1 4.5 4.1 Annualized 14.4 10.7 16.2 17.9 16.5 Adjusted EPS1 17.0 16.9 4.5 4.6 4.7 18.5 5.3 5.3 Annualized 17.8 18.6 18.9 21.4 21.0 Capital Ratios 2 RoCE 22.3% 20.8% 22.8% 21.9% 21.8% 21.8% 23.9% 24.0% RoE 16.9% 11.9% 13.8% 12.5% 12.8% 12.8% 15.5% 14.7%
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Data Sheet – Revenue by Segment IMSS: Infrastructure Management & Security Services | PDES : Product & Digital Engineering Services | GBS: Generative AI Business Services *GBS started its operations from Q1FY25 onwards. All figures in ₹ Lakhs www.happiestminds.com 19 YoY YoY YoY Revenue by BU Revenue % Growth Revenue % Growth% Revenue % Growth% Revenue % Revenue % Revenue % Revenue % Revenue % IMSS 29,746 17.4% -3.1% 32,832 15.2% 10.4% 38,909 16.2% 18.5% 9,306 15.6% 9,902 16.4% 10,256 16.5% 10,219 15.7% 11,550 17.3% PDES 1,32,719 77.6% 18.2% 1,69,691 78.5% 27.9% 1,84,737 77.0% 8.9% 46,457 78.1% 46,466 77.0% 47,622 76.6% 49,207 75.4% 49,484 74.3% GBS - 0.0% 0.0% 3,562 1.6% 100.0% 7,866 3.3% 120.8% 1,594 2.7% 2,389 4.0% 2,530 4.1% 3,423 5.2% 3,509 5.3% Total Revenue 1,62,466 95.0% 13.7% 2,06,085 95.3% 26.8% 2,31,511 96.5% 12.3% 57,357 96.4% 58,757 97.4% 60,408 97.2% 62,850 96.4% 64,543 96.9% Other Income 8,537 5.0% -75.3% 10,137 4.7% 18.7% 8,498 3.5% -16.2% 2,161 3.6% 1,572 2.6% 1,761 2.8% 2,370 3.6% 2,056 3.1% Total Income 1,71,003 100.0% 17.9% 2,16,222 100.0% 26.4% 2,40,008 100.0% 11.0% 59,518 100.0% 60,328 100.0% 62,169 100.0% 65,220 100.0% 66,599 100.0% FY 26FY 24 FY 25 Q2 FY27Q1 FY27Q2 FY26 Q3 FY 26 Q4 FY 26
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Profit & Loss All figures in ₹ Lakhs www.happiestminds.com 20 Notes: 1) In Q3FY26 : Impact of Labour Codes, Q4FY26 : Gain on fair valuation of contingent consideration & Q2 FY 27: cost of INR 398 lakhs incurred towards scheme of merger with ITC Infotech. 2) Adjusted PAT is calculated by adding back exceptional items and amortisation of intangible assets. FY 24 FY 25 Q2 FY26 Q3 FY26 Q4 FY26 FY 26 Q1 FY27 Q2 FY27 Income Operating revenue 1,62,466 2,06,084 57,357 58,756 60,408 2,31,511 62,851 64,543 Other Income 8,537 10,137 2,161 1,572 1,761 8,497 2,369 2,056 Total income 1,71,003 2,16,222 59,518 60,328 62,169 2,40,008 65,220 66,599 Cost of revenue 99,204 1,31,149 35,738 36,124 37,694 1,44,390 38,738 40,199 Gross Margin 63,262 74,935 21,619 22,632 22,714 87,121 24,113 24,344 % 38.9% 36.4% 37.7% 38.5% 37.6% 37.6% 38.4% 37.7% SG&A 29,677 38,849 11,754 11,921 12,355 46,782 12,353 12,195 % 18.3% 18.9% 20.5% 20.3% 20.5% 20.2% 19.7% 18.9% EBITDA 42,122 46,223 12,027 12,283 12,120 48,836 14,129 14,204 % 24.6% 21.4% 20.2% 20.4% 19.5% 20.3% 21.7% 21.3% Operating Margin 34,042 35,972 9,732 10,088 10,621 40,162 10,869 11,911 % 20.9% 17.5% 17.0% 17.4% 17.5% 17.4% 17.5% 18.5% Finance cost 3,991 9,115 2,446 2,356 2,167 9,355 2,846 3,086 Depreciation 3,600 4,557 1,165 1,152 1,102 4,601 1,208 1,312 Profit before acquisition related non-cash items 34,531 32,552 8,416 8,775 8,851 34,880 10,075 9,807 % 20.2% 15.1% 14.1% 14.5% 14.2% 14.5% 15.4% 14.7% Amortisation of intangible assets 1,984 4,313 1,055 1,055 1,055 4,220 1,055 1,055 Unwinding interest cost 240 835 95 95 95 380 - - PBT before exceptional item 32,307 27,405 7,266 7,624 7,703 30,280 9,020 8,751 % 18.9% 12.7% 12.2% 12.6% 12.4% 12.6% 13.8% 13.1% Exceptional items1 (1,402) 1,859 - 2,203 (344) 1,859 - 398 PBT 33,709 25,546 7,266 5,421 8,048 28,421 9,020 8,353 % 19.7% 11.8% 12.2% 9.0% 12.9% 11.8% 13.8% 12.5% Total Tax 8,629 7,080 1,864 1,391 1,931 7,159 2,260 2,134 % 5.0% 3.3% 3.1% 2.3% 3.1% 3.0% 3.5% 3.2% PAT 24,839 18,465 5,402 4,031 6,117 21,262 6,760 6,219 % 14.5% 8.5% 9.1% 6.7% 9.8% 8.9% 10.4% 9.3% Adjusted PAT 2 25,661 25,474 6,715 6,991 7,135 27,863 8,052 7,911 % 15.0% 11.8% 11.3% 11.6% 11.5% 11.6% 12.3% 11.9%
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Balance Sheet All figures in ₹ Lakhs www.happiestminds.com 21 FY 2024 FY 2025 Q2 FY26 Q3 FY26 FY 2026 Q1 FY27 Q2 FY27 Property, plant and equipment 13,778 14,096 13,806 13,631 13,476 13,408 13,620 Goodwill 14,032 76,230 76,776 76,941 77,728 77,703 77,888 Financial & Other assets 19,192 45,485 45,377 43,539 63,751 52,153 49,100 Total Non-Current(A) 47,002 1,35,811 1,35,959 1,34,111 1,54,956 1,43,264 1,40,608 Financial & Other assets i. Trade receivable 25,444 35,813 32,440 34,339 39,027 37,620 42,333 ii. Cash & Cash equivalents, Investments & Other financial assets 1,47,540 1,58,599 1,60,366 1,65,069 1,58,340 1,98,021 1,87,707 iii. Other assets 4,793 5,676 8,665 10,040 10,188 4,603 14,557 Total Current (B) 1,77,777 2,00,089 2,01,471 2,09,448 2,07,555 2,40,244 2,44,597 Total Assets (A + B) 2,24,779 3,35,900 3,37,430 3,43,558 3,62,511 3,83,508 3,85,205 Total Equity (C) 1,48,024 1,57,457 1,62,800 1,63,518 1,68,949 1,77,550 1,78,912 Financial liabilities 15,416 46,877 41,264 46,234 40,529 49,063 45,900 Provisions & Deferred tax liability 4,641 10,775 11,231 12,852 12,854 12,485 12,825 Total Non-Current(D) 20,057 57,652 52,495 59,086 53,383 61,547 58,726 Financial & Contract liabilities i. Trade payable 7,915 10,481 9,328 9,363 9,651 9,299 9,688 ii. Others 43,839 1,02,532 1,03,783 1,03,743 1,22,345 1,27,510 1,30,084 Provisions & Other current liabilities 4,944 7,777 9,024 7,848 8,184 7,601 7,795 Total Current Liabilities (C) 56,698 1,20,790 1,22,135 1,20,954 1,40,179 1,44,410 1,47,567 Total Liabilities (D = B + C) 76,755 1,78,443 1,74,630 1,80,040 1,93,562 2,05,958 2,06,293 Total Equity and Liabilities (A + D) 2,24,779 3,35,900 3,37,430 3,43,558 3,62,511 3,83,508 3,85,205 Current Assets Non-Current Current Liabilities Non-Current
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Pertinent Ratios www.happiestminds.com 22 FY24 FY25 Q2 FY26 Q3 FY26 Q4 FY26 FY 26 Q1 FY27 Q2 FY27 Debt-Equity 0.35 0.79 0.78 0.80 0.88 0.88 0.93 0.93 Debt Service Coverage (DSCR) 5.25 6.31 5.01 5.31 5.19 5.26 5.47 4.25 Interest Service Coverage (ISCR) 8.97 3.94 3.99 4.26 4.61 4.26 4.17 3.84 Current Assets to Current Liabilities 3.14 1.66 1.65 1.73 1.48 1.48 1.66 1.66 Long-term Debt to Working Capital 0.09 0.42 0.45 0.46 0.55 0.55 0.38 0.37 Bad Debts to Trade Receivable 0.02 0.02 - - 0.04 0.04 - - Current Liability to Total Liabilites 0.74 0.68 0.70 0.67 0.72 0.72 0.70 0.72 Total Debt to Total Assets 0.23 0.37 0.38 0.38 0.41 0.41 0.43 0.43 Trade Receivable Turnover 6.95 6.73 6.72 6.70 6.59 6.19 6.56 6.35 Operating margin (%) 21% 17% 17% 18% 17% 18% 18% 18% Net profit margin (%) 15% 9% 9% 7% 10% 9% 10% 9%
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23©Happiest Minds Confidential. Expanding Global Footprint Americas 11 Offices Austin, Texas (2) Denver Las Vegas New Jersey (2) New York San Jose Seattle Europe & UK 4 Offices Berkshire Doncaster London Asia, Africa & Middle East 11 Offices Australia 2 Offices Sydney India 19 Offices HQ: Bengaluru (4) Bhubaneswar Chennai (2) Coimbatore Delhi Gurgaon Hyderabad (2) Kochi Madurai Noida (3) Pune (2) 47 Offices 16 Countries USA Toronto Canada Mexico City (2) Mexico UK Amsterdam The Netherlands Cologne Germany Bucharest Romania Dubai (2) UAE Oman Sultanate of Oman Riyadh Kingdom of Saudi Nairobi Kenya Hong Kong Singapore Kuala Lumpur Malaysia Melbourne
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24©Happiest Minds Confidential. Proposed Merger with ITC Infotech # Activity Update Estimated timeline1 1 Board Approval Completed August 31, 2026 2 Shareholders’ approval for change in registered office Completed October 2026 3 Approval from General Authority for Competition, Kingdom of Saudi Arabia Received October 2026 4 Approval from Competition Commission of India Under process, awaiting approval November 2026 5 Stock Exchange & SEBI Review Under process, awaiting approval December 2026 / January 2027 6 Filing the Company application with NCLT Expected January 2027 7 Shareholders and Creditors meeting and approval Expected March 2027 / April 2027 8 Receipt of NCLT merger order Expected September 2027 / October 2027 9 Listing & Trading of new securities of combined entity Expected November 2027 1. Estimated timelines for non-completed activities are indicative in nature and are subject to necessary statutory and regulatory approvals from relevant authorities. Actual timelines may vary based on macro conditions, administrative processing times, and other unforeseen factors. The Company reserves the absolute right to amend and / or update these details at any time basis regulatory and statutory processes 2. For more information and updates kindly visit respective company websites.
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Happiest People · Happiest Customers India | Americas | Europe & UK | Asia, Africa & Middle East | Australia Investor Relations - IR@happiestminds.com Graphical user interface, application, chat or text message Description automatically generated Graphical user interface, application, chat or text message Description automatically generated Graphical user interface, application, chat or text message Description automatically generated Graphical user interface, application, chat or text message Description automatically generated Graphical user interface, application, chat or text message Description automatically generated Graphical user interface, application, chat or text message Description automatically generated THANK YOU
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PRESS RELEASE Happiest Minds Reports Q2 FY27 Revenues of ₹645 Crores, Up 12.5% y-o-y; With Operating margins growing at 22.4% y-o-y and adjusted PAT growing at 20.7% y-o-y Announces a dividend of 152.5% and record date of November 6, 2026 Bengaluru, Kolkata and Seattle, Nov 2nd, 2026: Happiest Minds Technologies Limited (NSE:HAPPSTMNDS), an AI First, customer -centric digital engineering company, today announced its consolidated results for its Second quarter ended Sep 30th, 2026, as approved by its Board of Directors. Ashok Soota, Chairman & Chief Mentor “The proposed merger of Happiest Minds with ITC Infotech represents a significant opportunity to create a stronger, more capable and more relevant enterprise for our customers. By bringing together our complementary strengths, capabilities and talent, the combined entity addresses larger opportunities, deepens customer relationships and compete s more effectively in a rapidly evolving technology landscape.” Joseph Anantharaju, Co-Chairman & CEO “Our strong results reflect the continued strength of our client relationships and our focus on disciplined execution. Enterprises are increasingly looking for partners who can bring together deep domain understanding, engineering capabilities and AI-led transformation to deliver measurable business outcomes. With the complementary capabilities that ITC Infotech brings to the table, we are excited at the potential to add further value to our customers and deepen our relationship.” Venkatraman Narayanan, Managing Director “Our performance this quarter reflects steady execution across our strategic priorities and continued focus on profitable growth. The proposed combination with ITC Infotech is progressing well and remains on track with our targeted timelines, as outlined in our investor presentation. Together, we look forward to building a stronger global technology enterprise with over 19,000 people, with an aspiration to achieve US$1 billion in annual revenue by FY28 and deliver sustainable long - term value to our shareholders.”
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All amounts in ₹ Lakhs unless stated otherwise. Notes: 1. Amortization/Unwinding interest are non-cash items related to acquisitions. 2. Exceptional item: ₹398 lakhs incurred towards the proposed merger with ITC Infotech in Q2 FY27. 3. Adjusted PBT/ Adjusted PAT is calculated by adding back exceptional items and amortization of intangible assets. Key Financial highlights Quarter ended September 30, 2026 • Revenue in INR terms ₹ 64,543 lakhs growing 2.7% q-o-q and 12.5% y-o-y • Revenue in constant currency grew 2.4% q-o-q and 6.8% y-o-y • Operating Revenues in US $ stood at $67.4 million, growing 1.8% q-o-q and 3.6% y-o-y • Total Income of ₹ 65,599 lakhs growing 2.1% q-o-q and 11.9% y-o-y • Operating Margins 11,911 lakhs growing 9.6% q-o-q and 22.4% y-o-y • Adjusted PAT of ₹ 7,911 Lakhs and Adjusted EPS at ₹ 5.25 Half Year ended September 30, 2026 • Revenue in INR terms ₹ 1,27,349 lakhs growing 13.4% y-o-y • Revenue in constant currency growing 6.7% y-o-y • Operating Revenues in US$ stood at $133.7 million, growing 3.3% y-o-y • Total income of ₹ 1,31,818 lakhs growing 12.2% y-o-y • Operating Margins 22,778 lakhs growing 17.1% y-o-y • Adjusted PAT of ₹ 15,963 Lakhs and Adjusted EPS at ₹ 10.59 Clients:
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• 7 additions in the quarter Our People - Happiest Minds: • 6,466 Happiest Minds as of September 30, 2026 • Trailing 12-month attrition of 14.3% (15.4% in the previous quarter) • Utilization of 81.8%, from 80.9% in last quarter Q2 Key wins: • For a Global AI-powered Digital Asset Management (DAM) platform company, Happiest Minds has been selected as a strategic AI -led technology partner to establish and scale its Bengaluru GCC, with a transformation-led operating model focused on productivity, talent enablement, and scalable delivery. • For a Global electronics distributor, Happiest Minds has been selected as a cloud engineering partner for Azure administration, infrastructure automation, cloud networking, and observability. • For a US healthcare TPA, Happiest Minds has been selected as a Data & Analytics partner to implement data analysis, engineering and governance. • For a US skincare, beauty and personal care manufacturer, Happiest Minds has been selected as the strategic Managed Services Partner to support its IT operations through a multi-year engagement. • For India’s leading manufacturer of commercial vehicles , Happiest Minds has been selected as a strategic technology partner for its next -generation connected vehicle platform, driving platform operations, automation and scalability as it advances its Software Defined Vehicle journey. • For an Indian specialty steel manufacturer , Happiest Minds has been selected as a strategic transformation partner for SAP integrated production planning, scheduling, real -time WIP visibility, operational dashboards and future AI-driven manufacturing capabilities. Analyst Mentions: ▪ Happiest Minds received recognition in ISG's Manufacturing Industry Services and Solutions 2026 ▪ Contender in Engineering Research & Development (ER&D) Services and Physical AI and Smart/Digital Factory Services (US Region) ▪ Product Challenger in Supply Chain and Aftermarket Services and Technology, Transformation and Consulting Services (US Region) ▪ Product Challenger in Technology, Transformation & Consulting Services and Contender in Engineering Research & Development (ER&D) Services (Europe) ▪ Happiest Minds is among Everest Group's Major Contenders in Insurance Claims Operations PEAK Matrix® Assessment 2026 ▪ Happiest Minds received recognition in ISG Provider Lens® for Generative AI Services 2026 (Global) ▪ Product Challenger in Strategy & Consulting Services - Midsize ▪ Product Challenger in Development & Deployment Services - Midsize ▪ Happiest Minds received recognition in ISG Provider Lens® for Agentic AI Services 2026 (Global) ▪ Contender in Agentic AI Development & Deployment Services - Midsize
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Announcements • The Board of Directors of the Company, at their meeting held on 2 nd November 2026, has declared an interim dividend of ₹3.05/- per equity share of face value ₹2/- for the financial year 2026-27, record date being November 6th, 2026. For further details please refer to the Investors presentation hosted on the company website – – Investors section About Happiest Minds Technologies: Happiest Minds Technologies Limited (BSE, NSE: HAPPSTMNDS) is an AI First, customer -centric digital engineering company committed to delivering ‘Happiest People . Happiest Customers’. On Aug 31st, 2026, Happiest Minds announced merger with ITC Infotech to create a scaled, AI First Global Technology Services Enterprise with US$ 1 billion Revenue by FY281. With an integrated approach that spans from chip to cloud, Happiest Minds delivers secure and scalable solutions across product engineering, cybersecurity, analytics , and automation platforms. Happiest Minds brings purpose and precision to every engagement, helping enterprises solve complex business challenges and fast -track their digital evolution across industry sectors such as Banking, Financial Services & Insurance(BFSI), EdTech, Healthcare & Life Sciences, Hi-Tech and Media & Entertainment , Industrial, Manufacturing, Energy & Utilities, and Retail, CPG & Logistics. Happiest Minds’ innovation -led strategy is powered by deep expertise in disruptive tech including Gen AI and strategic partnerships with global technology leaders like Microsoft and AWS, along with a growing portfolio of proprietary platforms including Arttha, a unified digital banking platform designed to enable intuitive and digital -first financial experiences , Insurance in a Box , a modular digital insurance platform powered by InsuranceGPT to help insurers build, automate, and scale AI -driven products and workflows., and FuzionX Gaming Studio, a game development hub focused on building high -performance gaming experiences that integrate creativity with advanced technology. Happiest Minds has been honored by both the Golden Peacock Awards and the Institute of Company Secretaries of India (ICSI) for its exemplary Corporate Governance practices. Guided by its mission of ‘Happiest People . Happiest Customers’ and consistently recognized as a great place to work, Happiest Minds is headquartered in Bengaluru, India, with a global presence across the Americas, UK, Europe, Australia, the Middle East, Africa, and Asia. As of Oct 2026, Happiest Minds generates annualized revenues of $260 million, has a people strength of 6,450+ across 47 global offices, and serves 300+ customers, including 90+ billion-dollar corporations.
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Safe harbor This press release contains forward-looking statements, which may involve risks and uncertainties. Actual results may differ materially from those expressed or implied due to various factors including but not limited to changes in market conditions, techno logical advancements, regulatory developments, and the overall economic environment. Happiest Minds undertakes no obligation to update or revise any forward- looking statements, whether as a result of new information, future events, or otherwise. For more information, contact: Media Contact: media@happiestminds.com Investors Relations: IR@happiestminds.com