As per the information provided in the press release, the Boa Vista Serviços Board of Directors were made an offer for the acquisition of all outstanding shares of Boa Vista for 8 Brazilian reals (USD 1.51) per share, implying a total enterprise value estimated at USD 583 million based on the exchange rate at the time of the announcement.
Should the proposal be accepted, it is believed that it would deliver compelling value to Boa Vista shareholders by offering immediate liquidity and the chance to have part of their Boa Vista Serviços stake exchanged into a globally diversified Equifax stock. Furthermore, the acquisition would enable Equifax to expand its capabilities within the Brazilian market and would also enable Boa Vista to access it global capabilities and cloud-native data, products, decisioning, and analytical technology to develop new products and services and expand within vertical industries.
Based on information that was included in the announcement, Equifax has been a Boa Vista Serviços investor since 2011. With this acquisition, the company aims to offer Brazil-based lenders and service providers insights that would enable them to have a better understanding of their customer base and to promote greater financial inclusion. Equifax representatives have stated that the company has a strong record of reinvesting in strategic M&A transactions to broaden and strengthen their offering, with the company having invested over USD 3.5 billion in 12 acquisitions between 2021-2022.
Under the terms of the proposal, the company would offer to all Boa Vista Serviços shareholders the option of receiving 8 Brazilian reals (USD 1.51) per share in cash, a combination of cash and Brazilian Depositary Receipts (BDRs) that represent shares of Equifax common stock, or a combination of shares of Equifax Brasil common stock and cash or Equifax BDRs. The offer is not subject to financing contingency and was made following the support and agreement of Associação Comercial de São Paulo (ACSP).
ACSP is both the largest Boa Vista Serviços shareholder and differentiated data provider and is expected to have up to 20% ownership in the combined Brazilian company – Equifax Brasil. ACSP and Equifax have a combined 40% voting control of Boa Vista and are in alignment when it comes to the completion of the transaction, as per press release information. Furthermore, ACSP would also enter a 15-year agreement with Boa Vista in which it would have to offer exclusive access to its data, refrain from competing with its business, and provide consulting and regulatory support services.
As of now, the transaction is subject to review and approval by the Boa Vista Serviços Board of Directors, and should it be approved, it would then be subject to company shareholder approval and other customary closing conditions. Should the proposed transaction be completed, Boa Vista Serviços would become a subsidiary of Equifax Brasil.
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