Hyderabad: Nearly a year after announcing a Rs 123 crore acquisition of spend management startup DICE Enterprises, Zaggle Prepaid Ocean Services has sharply altered the structure of the transaction, cutting the consideration to around Rs 68 crore and recasting the deal as a targeted acquisition of assets, intellectual property and technology talent rather than a full company buyout.
In a stock exchange disclosure on Thursday, Zaggle said it would acquire DICE’s “AI-enabled Spend Management Platform”, enterprise contracts, intellectual property and around 100 technology professionals through an asset purchase and IP assignment arrangement, instead of buying the entire entity as originally proposed.
Zaggle's Executive Chairman Raj P Narayanam told ET that while the earlier Rs 123 crore figure represented the indicative consideration for a full entity acquisition, after a thorough evaluation, the company made a deliberate decision to structure this as an asset purchase instead.
“As we evaluated the most efficient path to accelerating our AI and enterprise automation roadmap, it became clear that a targeted asset acquisition offered a cleaner, faster and more capital-efficient route to value creation," Narayanam said.
In June 2025 Zaggle had said it would acquire 100% shareholding and voting rights in DICE Enterprises for Rs 123 crore through a mix of cash and stock. Under the earlier structure, Zaggle would have acquired the entire DICE entity, its full employee base, corporate structure and broader operational components, including certain FinOps workload areas still under active development. The current structure it is only acquiring the platform, the IP, enterprise relationships and the talent that built it.
Narayanam argued that the current deal structure should not be read as a price reduction. "The earlier Rs 123 crore represented indicative consideration for a full entity acquisition, encompassing the entire corporate structure, all employees and broader operational components. The Rs 68 crore reflects a fundamentally different transaction," he added.
At the time, Narayanam had described the acquisition as an important lever for Zaggle’s international expansion plans, while also pointing to expected cost synergies of Rs 15-16 crore. However, Narayanam also declined to comment on earlier projections made to the media around revenue expectations of around Rs 21 -22 crore for FY26 and profitability timelines. As per Zaggle's disclosure, Dice clocked Rs 10.85 crore in revenues for FY25. However, Narayanam said the deal will help the company in its international expansion ambitions.
Under the revised arrangement, Zaggle will acquire the core spend management platform, associated IP, enterprise contracts and technology talent, while excluding certain operational components and FinOps workload areas still under development.
When asked if due diligence influenced the decision to abandon the original full company acquisition structure, Narayanam declined to comment on internal evaluations, but positioned the revised structure as a strategic refinement.
"The original announcement was accurate for the transaction structure being contemplated at that time. We have since made a deliberate and proactive strategic choice to pursue a more targeted structure that we believe delivers superior outcomes for Zaggle and its shareholders. This is an evolution of structure, not a correction of value," he added.
While the company said in its statement that the current structure will include 100 AI-enabled Technology Professionals, including key product and engineering leadership (CTO, CPO and others), he did not comment on whether the co-founders of the company will be joining the company.
"Certain aspects of talent and leadership integration are still being finalized as part of the definitive agreement process. We will make appropriate disclosures once these are concluded," he said.
The new announcement places much stronger emphasis on artificial intelligence than the original deal announcement, repeatedly positioning DICE as an “AI-native” enterprise spend management platform.
“In today’s environment, where AI platforms are attracting unprecedented global investment and valuations, we have secured a fantastic deal,” the company said in the release.
The company said the acquisition would accelerate Zaggle’s AI workflow capabilities, deepen its enterprise customer base and strengthen its technology and product teams through the addition of around 100 AI-focused professionals, including senior engineering and product leadership.
While the board, on Thursday, approved execution of definitive agreements, including the asset purchase agreement and IP assignment documentation, the company has said that formal signing and completion disclosures will be made separately.
In a stock exchange disclosure on Thursday, Zaggle said it would acquire DICE’s “AI-enabled Spend Management Platform”, enterprise contracts, intellectual property and around 100 technology professionals through an asset purchase and IP assignment arrangement, instead of buying the entire entity as originally proposed.
Zaggle's Executive Chairman Raj P Narayanam told ET that while the earlier Rs 123 crore figure represented the indicative consideration for a full entity acquisition, after a thorough evaluation, the company made a deliberate decision to structure this as an asset purchase instead.
“As we evaluated the most efficient path to accelerating our AI and enterprise automation roadmap, it became clear that a targeted asset acquisition offered a cleaner, faster and more capital-efficient route to value creation," Narayanam said.
In June 2025 Zaggle had said it would acquire 100% shareholding and voting rights in DICE Enterprises for Rs 123 crore through a mix of cash and stock. Under the earlier structure, Zaggle would have acquired the entire DICE entity, its full employee base, corporate structure and broader operational components, including certain FinOps workload areas still under active development. The current structure it is only acquiring the platform, the IP, enterprise relationships and the talent that built it.
Narayanam argued that the current deal structure should not be read as a price reduction. "The earlier Rs 123 crore represented indicative consideration for a full entity acquisition, encompassing the entire corporate structure, all employees and broader operational components. The Rs 68 crore reflects a fundamentally different transaction," he added.
At the time, Narayanam had described the acquisition as an important lever for Zaggle’s international expansion plans, while also pointing to expected cost synergies of Rs 15-16 crore. However, Narayanam also declined to comment on earlier projections made to the media around revenue expectations of around Rs 21 -22 crore for FY26 and profitability timelines. As per Zaggle's disclosure, Dice clocked Rs 10.85 crore in revenues for FY25. However, Narayanam said the deal will help the company in its international expansion ambitions.
Under the revised arrangement, Zaggle will acquire the core spend management platform, associated IP, enterprise contracts and technology talent, while excluding certain operational components and FinOps workload areas still under development.
When asked if due diligence influenced the decision to abandon the original full company acquisition structure, Narayanam declined to comment on internal evaluations, but positioned the revised structure as a strategic refinement.
"The original announcement was accurate for the transaction structure being contemplated at that time. We have since made a deliberate and proactive strategic choice to pursue a more targeted structure that we believe delivers superior outcomes for Zaggle and its shareholders. This is an evolution of structure, not a correction of value," he added.
While the company said in its statement that the current structure will include 100 AI-enabled Technology Professionals, including key product and engineering leadership (CTO, CPO and others), he did not comment on whether the co-founders of the company will be joining the company.
"Certain aspects of talent and leadership integration are still being finalized as part of the definitive agreement process. We will make appropriate disclosures once these are concluded," he said.
The new announcement places much stronger emphasis on artificial intelligence than the original deal announcement, repeatedly positioning DICE as an “AI-native” enterprise spend management platform.
“In today’s environment, where AI platforms are attracting unprecedented global investment and valuations, we have secured a fantastic deal,” the company said in the release.
The company said the acquisition would accelerate Zaggle’s AI workflow capabilities, deepen its enterprise customer base and strengthen its technology and product teams through the addition of around 100 AI-focused professionals, including senior engineering and product leadership.
While the board, on Thursday, approved execution of definitive agreements, including the asset purchase agreement and IP assignment documentation, the company has said that formal signing and completion disclosures will be made separately.
