Noventiq and Corner Growth Acquisition Corp. File Form F-4 Ahead of Proposed Nasdaq Listing

Noventiq Holdings PLC (“Noventiq”), a global digital transformation and cybersecurity solutions and services provider, and Corner Growth Acquisition Corp. (Nasdaq: COOL) (“Corner Growth”), a special purpose acquisition company led by veteran technology investors (“Sponsors”), filed with the U.S. Securities and Exchange Commission (the “SEC”) a Registration Statement on Form F-4 (the “F-4”) in connection with the previously announced proposed Business Combination (as defined below). 

·         On May 4, 2023, Noventiq and Corner Growth entered into a business combination agreement that is expected to result in the combined company being listed on Nasdaq under the symbol “NVIQ”.

·         In advance of the F-4 filing, Noventiq recently completed a Public Company Accounting Oversight Board (“PCAOB”) audit on its financial statements for FY22 and FY23 (12 months ended March 31, 2022, and 2023).

·         The company delivered revenue in FY23 of $401.8 million, an increase of 62.2% on a reported currency basis and 70.7% in constant currency. Gross profit was $176.1 million, an increase of 50.9% on a reported currency basis, and 60.6% in constant currency.

·         Noventiq recently announced that it is joining the Microsoft Intelligent Security Association, strengthening its commitment to cybersecurity, designed for end-to-end solutions to empower clients to safeguard their data, infrastructure, and applications, proactively detecting and thwarting threats.

·         Noventiq recently entered into a multi-year Strategic Collaboration Agreement (SCA) with Amazon Web Services (AWS). This collaboration builds on the long-standing relationship between the two parties to further support their customers to migrate and modernize their IT workloads and data to the cloud and leverage AWS’ plethora of innovative services.

·         As part of its investment in AI technologies, Noventiq recently launched Weaver Peer, a knowledge-based AI assistant, designed and built in-house by Noventiq subsidiary, Intellya. As an extension of the Weaver platform, Weaver Peer represents another milestone in the breadth of AI capabilities offered by Noventiq and will be available globally to support businesses on their digital transformation journey.

·         As previously disclosed, the company has completed its re-domiciliation to the Cayman Islands, and as a closing condition of the transaction, has successfully delisted from the London Stock Exchange (“LSE”) and Moscow Exchange (“MoEX”).

Hervé Tessler, CEO of Noventiq, said, “We are transforming our business at speed and scale, and the filing of our F-4 represents a significant milestone in our path towards a Nasdaq listing and broader participation for public investors. We are investing significantly in our business and our people, further expanding our capabilities and competitive reach to deliver digital transformation and cyber security solutions in high-growth emerging markets. As we look ahead, we are excited by the opportunity to drive substantial value for all our stakeholders including our customers, our people, our shareholders, our partners and the communities in which we operate.” 

Marvin Tien, Co-Chairman & CEO of Corner Growth, said, “We are excited to be taking this next step towards the public markets. We see digital transformation and cybersecurity solutions and services as forces driving global change with a long runway of robust demand. Noventiq, with its strong market position and focus on India and other high growth emerging markets, is positioned to bring this digital transformation to global customers. As a NASDAQ listed company, Noventiq is bringing compliance, transparency and financing capabilities to its universe of current customers and partners and opens the door to new ones.  We firmly believe that Noventiq, with their deep industry experience and innovative culture, will be a leader in addressing this large and growing market opportunity.”