Equifax Signs Definitive Agreement to Acquire Boa Vista Serviços
Acquisition Will Expand Equifax International Footprint in Large, Fast-Growing Brazilian Market
Equifax Inc. announced a definitive agreement to acquire Boa Vista Serviços (BOAS3: SAO), the second largest credit bureau in Brazil. The agreement was approved by the Boa Vista Serviços Board of Directors for R$8.00 per share, implying an estimated total enterprise value of R$3,103 million, or USD$596 million based on a USD/BRL exchange rate of 5.2033 (PTAX as of February 8, 2023). This acquisition will expand Equifax’s capabilities in the large and fast-growing Brazilian market and offers Boa Vista Serviços access to Equifax’s expansive global capabilities and cloud-native data, products, decisioning and analytical technology for the rapid development of new products and services, and expansion into new industries.
“We’re energized to expand Equifax’s reach internationally with the acquisition of Boa Vista Serviços, and look forward to welcoming Boa Vista Serviços’ employees to our global team. This acquisition will mark an exciting new chapter for Equifax and Boa Vista Serviços customers that will bring powerful new insights to Brazilian lenders and service providers to help them better understand their customers and promote greater financial inclusion to meet the needs of the approximately 34 million unbanked or underbanked consumers in Brazil,” said Mark W. Begor, CEO of Equifax. “Strategic, bolt-on acquisitions are core to our EFX2025 growth priorities. Boa Vista Serviços is our 14th acquisition that Equifax has signed or completed in the past 24 months totaling $4.1 billion.”
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Under the terms of the agreement, Equifax will offer all Boa Vista Serviços shareholders the option to receive (1) R$8.00 per share in cash, (2) R$7.20 in cash and 0.0008 of an EFX Brazilian Depository Receipt (“BDR”) representing an equivalent fraction of one share of Equifax common stock or (3) R$5.33 of Equifax do Brasil S.A. (“Equifax Brasil”) common shares and R$2.67 in either cash or 0.0027 of Equifax BDRs. This agreement represents an 89 percent premium to the closing stock price of Boa Vista Serviços on December 15, 2022, the last unaffected trading day prior to the issuance of the notice to the market by Boa Vista Serviços acknowledging receipt of the Equifax acquisition proposal, and a 185 percent premium to Boa Vista Serviços’ enterprise value based on such closing price on December 15, 2022. The agreement also represents a 65 percent premium to the volume weighted average trading price of Boa Vista Serviços for the 30 trading days ending on December 15.
In conjunction with the definitive agreement to acquire Boa Vista Serviços, Associação Comercial de São Paulo (“ACSP”), the largest shareholder of Boa Vista Serviços, has executed a voting agreement in support of the transaction. Combined, Equifax and ACSP currently have over 40 percent of the capital stock of Boa Vista Serviços and are aligned in completing the transaction. Additionally, ACSP has also entered into a 15-year agreement with Boa Vista Serviços to maintain its commercial relationship with Boa Vista Serviços, refrain from competing with the Boa Vista Serviços business and provide consulting and regulatory support services to Boa Vista Serviços.
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Equifax maintains a unique understanding of global credit needs and is driving cloud-based innovation in consumer credit, commercial credit, and digital enablement that spans geographies. The company’s Equifax Cloud™ transformation enables Equifax to scale and adapt for the specific needs of the countries in which it operates. It further enables the sharing of learnings and strengths from each region to help other regions identify and execute effectively on new growth opportunities. The Equifax Cloud, combined with Equifax’s unique data assets, leading decisioning and analytical solutions, and Identity and Fraud solutions will help accelerate Boa Vista Serviços’s digital transformation and increase the scale of the Boa Vista Serviços business for continued success – meeting the evolving needs of both consumers and lenders in Brazil.
The initial Equifax offer to acquire Boa Vista Serviços was announced on December 19, 2022. The transaction is subject to Boa Vista Serviços’s shareholder approval and other customary closing conditions and is expected to be completed sometime in the second quarter of 2023, at which time the company will become a subsidiary of Equifax Brasil. The acquisition is not anticipated to have a material impact on 2023 Equifax financial results.
BofA Securities is serving as financial advisor to Equifax, and Hogan Lovells US LLP and Machado Meyer Advogados are acting as legal counsels to Equifax.
