news
release
EXPERIAN
TO ACQUIRE CLEARSALE IN BRAZIL
4 October 2024 - Experian, the global data and technology company, is pleased
to announce that it has agreed to acquire ClearSale
S.A.1, the leading digital
fraud prevention provider in Brazil.
Brian Cassin, Chief Executive
Officer said:
"We have established a leading
position in identity and fraud (ID&F) in Brazil, an attractive,
high growth market and one of our strategic growth priorities
globally. The acquisition of ClearSale extends our ID&F suite,
adding transaction fraud detection to our existing strengths in
account opening and account takeover fraud prevention. ClearSale
will add to our growth potential in Brazil and is a further step
towards our ambition to provide comprehensive ID&F and credit
risk solutions through our integrated
platform."
Overview and Strategic
Rationale
ClearSale is a leading provider of
digital fraud prevention solutions in Brazil. ClearSale's premier
offer is an end-to-end platform solution which combines data,
analytics and decisioning using artificial intelligence and machine
learning to detect fraud in card-not-present transactions.
ClearSale's over 7,400 active clients include some of the largest
online retailers, banks and telecommunications companies in
Brazil.
Leveraging its proprietary
historical database, ClearSale enables online retailers to swiftly
and accurately verify consumer identities during transactions,
leading to increased automated approvals while simultaneously
enhancing fraud detection and
prevention.
Serasa Experian has established a
leading position in ID&F, primarily helping clients to prevent
fraud when they authenticate and onboard their customers through
digital channels. Serasa Experian also increasingly provides
ID&F solutions through a combined sale across credit analytics
and fraud risk management.
ClearSale is highly complementary
and synergistic to Serasa Experian's existing ID&F business. By
combining ClearSale's scaled position with Serasa Experian's
existing capabilities, we will deliver a more comprehensive and
superior experience to clients. We expect the combination to unlock
new use cases and widen the market opportunity still further,
positioning Serasa Experian strongly to address this attractive
growth market.
Financial
information
The acquisition of 100% of ClearSale
is for a price per share of R$10.56. The cost to Experian, net of
cash and other closing conditions, amounts to a total of up to
R$1,905m (c.US$350m2). The deal is to be funded from a
combination of Experian's existing cash resources and by the
issuance of Brazilian Depositary Receipts (BDRs)3.
The acquisition is subject to certain conditions including
regulatory review by the Brazilian Administrative Council for
Economic Defense (CADE) which we anticipate will conclude in the
first half of calendar year 2025. In the first full fiscal year of
ownership, we expect the acquisition to add revenues for ongoing
activities of c. R$490m and Benchmark EBITDA of c. R$130m.
1. ClearSale is listed on the Brazilian Stock Exchange (B3) in
the Novo Mercado listing segment under the ticker
CLSA3.
2. US$/R$ spot exchange
rate of 5.48 as at 3 October 2024.
3. Under the terms of the agreement, ClearSale's shareholders
will be presented with the option to choose between a cash-based
offer or a combination of cash and Experian BDRs. Experian will
establish a Level I BDR programme prior to completion of the
transaction in order to facilitate the issuance of the BDRs to
those ClearSale shareholders who elect to receive Experian
BDRs.(bank-issued certificates representing shares in Experian on a
one-for-one basis for trade on the Brazilian stock
exchange).
Experian
Nadia
Ridout-Jamieson
Investor queries +44 (0)20 3042
4220
Gerry Tschopp, Nick
Jones Media queries
Teneo
Graeme Wilson and Louise
Male
+44 (0)20 7353 4200
About Experian
Experian is a global data and
technology company, powering opportunities
for people and businesses around the world. We help
to redefine lending practices, uncover and prevent
fraud, simplify healthcare, deliver digital
marketing solutions, and gain deeper insights into the automotive market, all using our unique
combination of data, analytics and
software. We also assist millions of people to realise their financial goals and help them to save time and
money.
We operate across a range of
markets, from financial services to healthcare, automotive, agrifinance, insurance, and many
more industry segments.
We invest in talented people and new
advanced technologies to unlock the power of data and innovate. As
a FTSE 100 Index company listed on the London Stock Exchange
(EXPN), we have a team of 22,500 people across 32 countries. Our
corporate headquarters are in Dublin, Ireland. Learn more at
experianplc.com.
