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Latent View Analytics Limited — M&A Activity 2024
Mar 28, 2024
59599_rns_2024-03-28_45d1c6f6-a506-44aa-8b60-e425251959e9.pdf
M&A Activity
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March 28, 2024
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400 001. Scrip Code: 543398
National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex Bandra East, Mumbai 400 051 Scrip Symbol: LATENTVIEW
Dear Sir/Madam,
Sub: Disclosure Intimation pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the acquisition of 100% of the equity share capital of Decision Point Private Limited (“Target Company”)
This is to inform you that the Board of Directors of Latent View Analytics Limited (hereinafter referred to as ‘LatentView/Company’) at their meeting held today i.e. on March 28, 2024 has inter-alia approved the strategic investment to acquire up to 100% of the total paid-up equity share capital of Decision Point Private Limited (hereinafter referred to as ‘Decision Point’/’Target Company’) in tranches as more detailed in Clause f of Annexure I. The completion of this acquisition is contingent upon the fulfilment of certain terms and conditions as may be stipulated in the Share Purchase agreement (‘SPA’) and Shareholders Agreement (‘SHA’) (hereinafter referred to as ‘Transaction documents’) to be entered by Company with Decision Point Private Limited and Selling shareholders of the Target Company.
The detailed disclosure as required under Regulation 30(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (hereinafter referred to as ‘Listing Regulations’) read with the SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, is enclosed herewith as ‘ Annexure – I ’.
A Press release on the aforesaid acquisition is enclosed as ‘ Annexure - II ’ for your information.
Further, pursuant to Regulation 30(8) of the Listing Regulations the enclosed disclosures will be made available on the Company's website at www.latentview.com.
The Board meeting commenced at 07.45 a.m. IST and concluded at 10.35 a.m. IST
This is for your information and records.
Thanking you,
For Latent View Analytics Limited
PARTHASAR Digitally signed by PARTHASARATHY ATHY SRINIVASAN SRINIVASAN Date: 2024.03.28 10:36:27 +05'30'
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P. Srinivasan
Company Secretary and Compliance Officer
Annexure – I
Details required under the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13 July 2023
| S.No. | Particulars | Details | |||
|---|---|---|---|---|---|
| a) | Name of the target entity & brief details about the Company |
Name: Decision Point Private Limited (Company Incorporated in India under the Companies Act 1956). Brief Details –Decision Point is a leader in AI Business Transformation and Revenue Growth Management solutions with 300+ employees worldwide. The Company brings deep experience in Demand Forecasting, Pricing Analytics, Promotion Analytics, Retail Segmentation, and Marketing Mix Models with a focus on CPG brands. Financial highlights of FY 23 Consolidated Turnover – INR 86.99 Crores Consolidated Profit After Tax – INR 22.63 Crores Consolidated Net worth – INR 39.10 Crores |
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| b) | Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length |
The Acquisition does not fall within related party transactions. Further, the promoters do not have any interest in the entity being acquired. |
| c) | Industry to which the entity being acquired belongs |
Decision Point is a Global Analytics Company, offering AI enabled revenue growth management (RGM) solutions for CPG clients. |
|---|---|---|
| d) | Objects and impact of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity) |
The transaction rationale is as follows: 1. Access to Revenue Growth Management capabilities. 2. Scaling up the CPG vertical of LatentView. 3. Access to new clients and geographies. |
| e) | Brief details of any governmental or regulatory approvals required for the acquisition |
Not Applicable |
| f) | Indicative time period for completion of the acquisition; |
Subject to fulfilment of certain conditions as may be stipulated in the Transaction documents: 1. Acquisition of 70% outstanding equity share capital on a fully diluted basis shall be completed within 90 days of execution of Transaction documents. 2. Acquisition of the balance 30% of the outstanding equity share capital on a fully diluted basis shall be completed in one or more tranches before the close of June 30, 2026. |
| g) | Consideration – whether cash consideration or share swap or any other form and details of the same |
All cash consideration |
| h) | Cost of acquisition and/or the price at which the shares are acquired |
The consideration for acquiring 70% of the Paid- up equity share capital of the Target Company is $39.1m. The Cost for Acquisition of the balance 30% of the outstanding equity share capital will be based on the valuation principles as may be agreed in the Transaction documents. The Consideration will be on a cash-free & debt- free basis and subject to working capital adjustments. |
The consideration for acquiring 70% of the Paid- up equity share capital of the Target Company is $39.1m. The Cost for Acquisition of the balance 30% of the outstanding equity share capital will be based on the valuation principles as may be agreed in the Transaction documents. The Consideration will be on a cash-free & debt- free basis and subject to working capital adjustments. |
|
|---|---|---|---|---|
| i) | Percentage of shareholding / control acquired and / or number of shares acquired |
LatentView has agreed to acquire up to 100% of the paid-up equity share capital of the Target company on a fully diluted basis, s_ubject to_ fulfillment of certain conditions as may stipulated in _the Transaction documents_and the acquisition will be completed in the following stages – 1. Acquisition of 70% outstanding equity share capital on a fully diluted basis within 90 days of execution of the transaction documents. 2. Acquisition of the balance 30% of the outstanding equity share capital on a fully diluted basis will be completed in one or more tranches before the close of June, 2026. |
||
| j) | Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years turnover, |
Products/line of business of the Target Company |
Decision Point is a Global Analytics Company, offering AI enabled revenue growth |
|
| country in which the acquired entity has presence and any other significant information (in brief) |
management (RGM) solutions for CPG clients. |
management (RGM) solutions for CPG clients. |
management (RGM) solutions for CPG clients. |
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|---|---|---|---|---|---|---|---|---|
| Date of Incorporation |
January 19, 2012 | |||||||
| Global presence | Decision Point has served over 50+ clients in the consumer goods industry across India, North America, Latin America, Europe and Asia. |
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| Last 3 years Turnover |
Revenue from Operations (Standalon~~e/Consolidated)~~ Financial Year Amount (INR in Crores) FY 22-23 82.03 FY 21-22 34.65 FY 20-21 25.63 |
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| Financial Year |
Amount (INR in Crores) |
|||||||
| FY 22-23 | 82.03 | |||||||
| FY 21-22 | 34.65 | |||||||
| FY 20-21 | 25.63 |
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LatentView Analytics Announces Acquisition of Decision Point Analytics
Strategic acquisition presents LatentView with compelling growth opportunities with a GenAI product and Revenue Growth Management solutions for global CPG brands
Chennai, India - March 28, 2024 – LatentView Analytics Limited (BSE: 543398, NSE: LATENTVIEW), a global digital analytics consulting and solutions firm, today announced the Board approval for acquisition of 70% of outstanding equity capital in Decision Point for a total consideration of $39.1m. The remaining 30% equity is to be acquired over the next 2 years with a pay-out based on agreed valuation principles.
Established in 2012, Decision Point is a leader in AI-led Business Transformation and Revenue Growth Management (RGM) solutions with 300+ employees worldwide. The company brings deep experience in RGM, Demand Forecasting, Pricing Analytics, Promotion Analytics, Retail Segmentation, and Marketing Mix Models with a focus on CPG brands. Decision Point has won awards and recognition from Microsoft and Promotion Optimization Institute (POI).
Decision Point has over a decade of experience developing AI-powered solutions, including Beagle GPT, a conversational GenAI app for Microsoft Teams used by Fortune 500 Consumer Packaged Goods (CPG) customers to drive data analytics usage within their firms.
LatentView Analytics provides business transformation consulting and works with companies to develop and implement flexible and agile analytics roadmaps. The acquisition of Decision Point will bolster LatentView’s existing expertise in data engineering, data science, data visualization, as well as consulting and advisory services for analytics and GenAI readiness. LatentView will make investments to accelerate the expansion of Decision Point solutions in the focus markets of North America and Europe.
"Decision Point’s strength in Revenue Growth Management solutions that help companies achieve sustainable and profitable growth with data, was the primary factor in this acquisition,” said Rajan Sethuraman, CEO, LatentView Analytics. “Additionally, this deal will bring 300+ highly skilled employees into LatentView’s CPG practice and help us expand into the Latin America market."
Speaking on the acquisition, Rajan Venkatesan, CFO, LatentView Analytics said, “With the acquisition of Decision Point, we are honoring our commitment of staying focused on our core verticals. This acquisition will be fully funded from our existing cash reserves. We expect the transaction to be EBIDTA accretive, driving enduring and strategic benefits for our clients.”
“We are excited about Decision Point becoming a part of the LatentView Group,” said Ravi Shankar, Founder & CEO, Decision Point. “Decision Point will continue to be led by the existing management team and will be supported by LatentView’s strong GTM presence in
North America and Europe. We see great opportunities for cross-pollination and synergies across the organizations. Our GenAI product, Beagle, has immense potential to enhance the adoption of business analytics across LatentView's customer base. Additionally, we're eager to introduce LatentView's proven marketing and supply chain analytics solutions to our global consumer goods clientele.”
“Adopting GenAI applications has moved from a good-to-have, to a must-have capability with global leaders prioritizing it to drive sustainable growth,” said Krishnan Venkata, LatentView’s Chief Client Officer. “GenAI will play a pivotal role in driving RGM strategies, and with this acquisition, LatentView is poised to provide enhanced technology and data analytics solutions to add value to clients.”
Lincoln International and H&B Partners served as the exclusive financial and legal advisors to LatentView Analytics. Equirus Capital served as the financial advisors to Decision Point.
About LatentView Analytics
Latent View Analytics Limited (LatentView) is a global data analytics company that inspires and transforms businesses to excel in the digital world by harnessing the power of data. The company provides a 360-degree view of the digital consumer, enabling companies to predict new revenue streams, anticipate product trends and popularity, improve customer retention rates, and optimize investment decisions. LatentView is a trusted partner to enterprises worldwide, including 30+ Fortune 500 companies in the Technology, CPG, Industrials, Financial services and Retail sectors. LatentView Analytics partners with clients across the United States, Germany, UK, Netherlands, Singapore, India and has 1200+ employees. For more information, please visit https://www.latentview.com/ or follow us on LinkedIn.
About Decision Point
Decision Point is a global analytics company, offering a broad range of AI-enabled Revenue Growth Management (RGM) solutions for CPG clients. The company has over a decade of unmatched experience and specialized capabilities within RGM underpinned by the value of delivering the best-in-class analytics solutions. They own the success of their clients by providing Full Stack RGM capabilities that truly drive enterprise transformation and provide a flexible engagement model to suit their client’s needs and budgets. The company’s GenAI powered solution Beagle GPT, a conversational analytics platform on MS Teams has won multiple awards by Microsoft and enables organizations to accelerate the adoption of business analytics. Decision Point has served over 50+ clients in the consumer goods industry across North America, Latin America, Europe and Asia.
Safe Harbour
This release may contain certain forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from those that are projected by these forward-looking statements. LatentView Analytics Ltd. undertakes no obligation to update forward looking statements that may be made by us from time to time by us or on our behalf.