The strategic acquisition creates a global digital product engineering services powerhouse with Rs 2,060.0 crore (around $240 million) revenue and Rs 380.0 crore (approximately $45million) EBITDA, offering engineering, deployment, and management of enterprise-scale fleets of AI agents under a single, governed platform.

The transaction includes an upfront cash consideration of Rs 400 crore, along with additional stock consideration linked to future EBITDA achievement. The acquisition will be EPS accretive for R Systems from the first year.

This strategic move positions R Systems well to address the evolving market landscape, as enterprises reallocate IT budgets towards autonomous, compliance-ready AI workflows. The acquisition integrates R Systems’ OptimaAI Suite with Novigo’s UiPath Diamond-tier automation practice and Microsoft Copilot Centre of Excellence, positioning the combined entity as a leader uniquely equipped to design, orchestrate, and operate the intelligent enterprises of the future.

The acquisition helps the company expand its offerings in the fast growing Middle East region and gain delivery presence in Bangalore and Tier 2 cities (e.g. Mangalore).

Nitesh Bansal, CEO & managing director, R Systems International, said, “As enterprises move from pilots to production-grade AI agents which are governed by robust orchestration and compliance frameworks, the acquisition of Novigo Solutions acts as an accelerator in our journey to lead the Agentic AI revolution. By integrating Novigo’s automation depth into our OptimaAI portfolio, we can now take customers from model engineering to autonomous execution under one roof. It's not just about adding scale; it is about adding synergistic, high-margin capabilities that translate into stronger outcomes for our clients. We are thrilled to welcome the highly talented Novigo team to the R Systems family.”

Praveen Kalbhavi and Mohammed Hanif, CEO and CTO, Novigo Solutions, said, “We have built a world-class practice in making businesses faster and smarter through lowcode platforms and intelligent automation. Joining R Systems accelerates our mission to deploy agentic AI and automation tools at scale. Now, supercharged by R Systems’ OptimaAI Suite, our UiPath and Microsoft agentic workforce can be deployed to solve our clients' most complex problems. Our high-quality talent across Mangalore, emerging as India’s Silicon Beach, and all our locations will complement the global engineering strengths of R Systems. We look forward to growing the business further with R Systems.”

Meanwhile, the company’s board approved the issuance of rated, listed, unsecured, redeemable, non-convertible debentures (NCDs) with a face value of Rs 1 lakh each, aggregating principal amount of up to Rs 275 crore, on a private placement basis in one or more series/ tranches to certain eligible investors.

R Systems is a leading digital product engineering company that designs and develops chip-to cloud software products, platforms, and digital experiences that empower its clients to achieve higher revenues and operational efficiency.

The company’s consolidated net profit soared 204.9% to Rs 75.85 crore on 6.9% increase in net sales to Rs 462.02 crore in Q1 FY26 over Q1 FY25.