NIIT Learning Systems Limited has received board approval for issuing a corporate guarantee to support its US subsidiary's financing requirements. The decision was made during a board meeting held on January 28, 2026, which commenced at 11:45 a.m. and concluded at 1:10 p.m.

Corporate Guarantee Details

The board has approved the issuance of a corporate guarantee worth USD 10.50 million in favor of ICICI Bank Limited, New York Branch. This guarantee will support a term loan facility of up to USD 10 million to be obtained by NIIT (USA) Inc., USA, the company's wholly owned overseas subsidiary.

Acquisition Financing

The term loan facility will be utilized for part financing of Sweetrush Inc. related acquisition cost and related transaction expenses. Sweetrush Inc. was acquired by NIIT (USA) Inc. on January 9, 2026, making this guarantee essential for completing the financing arrangements for the recent acquisition.

Terms and Conditions

The corporate guarantee will be issued as part of the term loan documentation between NIIT (USA) Inc., USA and ICICI Bank Limited, New York Branch. The guarantee terms include:

• Validity Period: Up to 5 years and 90 days from the date of issuance
• Release Condition: The guarantee will be discharged upon full repayment of term loan dues
• Terms: As mutually agreed between the parties

Impact on Listed Entity

The corporate guarantee will constitute a contingent liability for NIIT Learning Systems Limited. As stated in the regulatory filing, the impact would be limited to the amount of the corporate guarantee, which is USD 10.50 million. The guarantee is being provided for the company's wholly owned subsidiary and forms part of the consolidated group structure.

Regulatory Compliance

The disclosure has been made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has provided detailed information as required under the listing regulations and relevant SEBI circulars dated July 13, 2023, and November 11, 2024.

NIIT Learning Systems Limited has announced an additional equity investment of up to USD 300,000 in its Brazilian subsidiary, marking a strategic move to strengthen its Latin American operations. The investment was approved by the board of directors of NIIT USA Inc. on January 23, 2026, demonstrating the company's commitment to expanding its geographical presence in key international markets.

Investment Details and Structure

The additional funding will be channeled through NIIT USA Inc., a wholly owned subsidiary of NIIT Learning Systems Limited, into NIIT Brazil LTDA, which serves as a step-down subsidiary of the parent company. The investment structure maintains the existing ownership hierarchy while providing necessary capital infusion for operational expansion.

Strategic Objectives and Market Expansion

NIIT Brazil was originally established to expand the company's geographical presence and provide a comprehensive platform and services to CLG customers while establishing a strong foothold in the Latin American market. The additional investment aligns with these strategic objectives, focusing on sustainable growth and enhanced service delivery capabilities in the region.

The funds will be utilized to meet the subsidiary's growth requirements and working capital needs, enabling NIIT Brazil to capitalize on emerging opportunities in the Latin American training and education services market. This investment reflects the company's confidence in the Brazilian market's potential and its commitment to long-term regional expansion.

Regulatory Compliance and Financial Impact

The proposed equity investment remains subject to applicable regulatory and customary approvals as required by local and international regulations. The company has indicated that the investment decision is not expected to have a material impact on the consolidated financials of NIIT Learning Systems Limited.

Following the investment, NIIT Brazil will continue to operate as a wholly owned subsidiary of NIIT USA and maintain its status as a step-down subsidiary of the parent company. This structure ensures operational continuity while providing the necessary financial resources for sustained growth in the competitive Latin American market.