Ace Software Exports Limited (Ace Software) has entered into a binding term sheet to make a strategic investment in MyUtilityGenius Limited (MUG) and MyUtilityGenius Commercial Limited (MUGC), United Kingdom based companies operating in the energy technology and services sector. The investment will be made through a combination of cash consideration and a share swap mechanism.

The proposed investment represents Ace Software's strategic entry into a regulated, technology led services sector undergoing structural transformation driven by digitisation, regulatory evolution and sustainability imperatives. The transaction aligns with the company's long term strategy of selective international expansion and portfolio diversification through scalable, data centric platforms in developed markets.

The enterprise value has been indicated as up to GBP five million (mn) and the consideration will comprise cash and equity components. The share swap will be effected by preferential allotment of Ace Software equity shares in compliance with applicable SEBI regulations and the issue price will be determined as per prescribed regulatory formula. The companies expect customary transaction mechanisms to govern the definitive documentation and closing.

Upon completion, Ace Software will hold 40 per cent of the fully diluted equity share capital on a post issue basis in each target entity. Notwithstanding a minority stake, the company will be vested with substantive governance and control rights including majority board representation, affirmative voting and reserved matter rights, together with step up rights enabling an increase to a majority shareholding subject to applicable laws and approvals. Based on these rights, the target companies are expected to qualify as subsidiaries under applicable laws.

Ace Software is a technology led digital solutions group with over two decades of experience in software engineering, digital transformation and platform led services, operating within the AQeDigital ecosystem. The company provides digital product engineering, cloud native solutions, data and analytics, artificial intelligence and enterprise application services to global clients. The transaction remains subject to execution of definitive agreements, regulatory approvals and customary conditions precedent and the release has noted that forward looking statements are subject to risks and uncertainties.