NOW's acquisition will expand its global reach
with an established footprint in South
America.
TORONTO, Jan. 13, 2022 /CNW/ - NowVertical Group Inc.
(TSXV: NOW) ("NOW" or the "Company"), a global
big data analytics software and services company, is pleased to
announce that it has entered into a definitive agreement to acquire
100% of the issued and outstanding securities of CoreBI S.A. and
CoreBI S.A.S. (together, "CoreBI"), an ISO 9000 certified data
science and analytics firm that provides data engineering, big
data, data governance, business intelligence and data science in
South America (the "Transaction").
"We are extremely pleased to reach another significant milestone
in NOW's evolution. Once completed, we will have established a
significant global growth platform with new offices in Argentina, Colombia, and an established presence in
Chile," said Daren Trousdell, Chairman & CEO of NOW. "We
have been vigorously pursuing the right addition to integrate and
deploy NOW's offering to the Latin American market, representing
roughly 14 percent of the global big data analytics market*. CoreBI
provides a market-leading team of experts, a solid
software-agnostic technology implementation track-record and
immediate access to customers already embracing data analytics
professionalization across multiple verticals."
Operating from two primary locations in Argentina (Buenos
Aires & Cordoba), CoreBI was founded in 2006 by
Leandro Srur and Mauricio Pinto. The company is focused on
empowering bold decision-making for their customers through big
data, data-driven consulting, business intelligence,
advanced-analytical models, and data governance business insights.
CoreBI currently services more than 20 marquee customers across the
banking and finance, telecommunications, retail, energy, and
pharmaceutical industries. With over 60 regional success stories,
CoreBI works with some of the world's most recognizable global
enterprises, including Metlife Worldwide, Disney, Nike, Visa, and
Raízen Energia, providing consulting services and software
solutions across the big data analytics value chain.
CoreBI generated net income of approximately US$0.6 million, US$5.8 million in revenue, and US$0.9 million in EBITDA* in 2021 (unaudited, on
a consolidated basis).
"We are excited by the opportunity to integrate with NOW. This
is a great opportunity to take our solutions offering to the next
level by providing our clients with NOW's operational scale and
top-of-the-line technologies," said Santiago Trogolo, Chief Executive Officer of
CoreBI. "Joining forces with NOW is great for our customers,
partners, and employees as we move to expand our offering, reach
and impact, which will accelerate our mission to bring strategy,
design and consulting services to the most ambitious brands in the
region."
_____________________________
* Source:
https://www.fortunebusinessinsights.com/big-data-analytics-market-106179
* See Cautionary Note Regarding Non-IFRS Measures at the
end of this release
Transaction Details
Pursuant to the terms of a share purchase agreement dated
January 12, 2022, the Company has
agreed to acquire CoreBI for total aggregate consideration of up to
US$8.0 million, consisting of (i) a
cash payment of US$3.0 million on
closing, (ii) a contingent cash payment of US$1.75 million payable on the 12-month
anniversary of closing provided certain corporate objectives are
satisfied and (iii) up to a maximum aggregate of US$3.25 million in the form of an earn-out,
payable to the vendors on the first, second, third and fourth year
anniversaries of closing upon CoreBI achieving certain adjusted
EBITDA targets. Closing of the Transaction is subject to customary
closing conditions.
About NowVertical Group Inc.
NOW is a big data, Vertical Intelligence ("VI") software
and services company that is growing organically and through
acquisition. NOW's VI solutions are organized by industry vertical
and are built upon a foundational set of data technologies that
fuse, secure, and mobilize data in a transformative and compliant
way. The NOW product suite enables the creation of high-value VI
solutions that are predictive in nature and drive automation
specific to each high-value industry vertical. For more information
about the Company, visit www.nowvertical.com.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-Looking Statements
This news release may contain forward-looking statements (within
the meaning of applicable securities laws) which reflect the
Company's current expectations regarding future events.
Forward-looking statements are identified by words such as
"believe", "anticipate", "project", "expect", "intend", "plan",
"will", "may", "estimate" and other similar expressions. These
statements are based on the Company's expectations, estimates,
forecasts and projections and include, without limitation,
statements regarding the future success of the Company's
business.
The forward-looking statements in this news release are based on
certain assumptions. The forward-looking statements are not
guarantees of future performance and involve risks and
uncertainties that are difficult to control or predict. A number of
factors could cause actual results to differ materially from the
results discussed in the forward-looking statements. Readers,
therefore, should not place undue reliance on any such
forward-looking statements. Further, these forward-looking
statements are made as of the date of this news release and, except
as expressly required by applicable law, the Company assumes no
obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise.
Cautionary Note Regarding Non-IFRS Measures
This news release makes reference to certain non-IFRS measures.
These measures are not recognized measures under IFRS, do not have
a standardized meaning prescribed by IFRS and are therefore
unlikely to be comparable to similar measures presented by other
companies. Rather, these measures are provided as additional
information to complement those IFRS measures by providing further
understanding of the Company's results of operations from
management's perspective. The Company's definitions of non-IFRS
measures used in this news release may not be the same as the
definitions for such measures used by other companies in their
reporting. Non-IFRS measures have limitations as analytical tools
and should not be considered in isolation nor as a substitute for
analysis of the Company's financial information reported under
IFRS. The Company uses non-IFRS financial measures including
"Adjusted Revenues", "EBITDA" and "Adjusted EBITDA". These non-IFRS
measures are used to provide investors with supplemental measures
of our operating performance and to eliminate items that have less
bearing on our operating performance or operating conditions and
thus highlight trends in our core business that may not otherwise
be apparent when relying solely on IFRS measures. Specifically, the
Company believes that Adjusted EBITDA, when viewed with the
Company's results under IFRS, provide useful information about the
Company's business without regard to potential distortions. By
eliminating differences in results of operations between periods
caused by factors such as acquisition related adjustments,
depreciation and amortization methods, impairment and other
charges, the Company believes that Adjusted EBITDA can provide a
useful basis for comparing the current performance of the
underlying operations being evaluated. The Company believes that
securities analysts, investors and other interested parties
frequently use non-IFRS financial measures in the evaluation of
issuers. The Company's management also uses non-IFRS financial
measures in order to facilitate operating performance comparisons
from period to period and to prepare annual budgets and
forecasts.
SOURCE NowVertical Group Inc.