6-K
Globant S.A. (GLOB)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF1934
For the month of December 2020
CommissionFile Number: 001-36535
GLOBANT S.A.
(Translation of registrant’s name into English)
37A Avenue J.F. Kennedy
L-1855, Luxembourg
Tel: + 352 2030 15 96
(Address of principal executive office)
| Indicate by check mark whether the registrant files or will<br> file annual reports under cover of Form 20-F | ||
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| or Form 40-F: | x Form 20-F | ¨ Form 40-F |
| Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by | ||
| Regulation S-T Rule 101(b)(1): | ____ | |
| Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by | ||
| Regulation S-T Rule 101(b)(7): | ____ |
GLOBANT S.A.
FORM 6-K
Acquisition of BlueCap Management Consulting S.L.
On December 18, 2020, Globant S.A. (the “Company”), through certain of its wholly-owned subsidiaries, entered into an Equity Purchase Agreement (the “Purchase Agreement”) with the equityholder of BlueCap Management Consulting S.L., a Spanish limited liability company (sociedad limitada) (“BlueCap”), pursuant to which the Company purchased all of the outstanding equity interests in BlueCap (the “Acquisition”). The transaction was simultaneously signed and closed. BlueCap provides leading financial institutions consulting services primarily related to strategic management of risk, capital and value.
Upon the closing of the Acquisition, the Company paid €72 million to the seller, of which €43.2 million were paid in cash (plus/minus the shortfall or excess in BlueCap’s estimated cash at December 31, 2020 versus minimum required cash at such date) and €28.8 million were paid through the issuance of common shares of the Company to the seller. The shares issued at closing were valued based on the volume weighted average trading price of the Company’s common shares during the 60-trading-day period ended 10 days prior to the closing date. The Company will make additional payments in cash to the seller of €14.0 million, €8.4 million and €5.6 million by March 31, 2022, March 31, 2023 and August 31, 2024, respectively, in each case, less any deductions for purchase price adjustments related to working capital, accounts receivable, minimum required cash at December 31, 2020 or for seller-indemnified losses in accordance with the Purchase Agreement. Additional amounts may be payable to the seller by March 31, 2022 and March 31, 2023 of up to €10.0 million on each such date, subject to BlueCap’s achievement of specified revenue and operating margin targets for the period from January 1, 2021 through December 31, 2021 (in the case of the first payment) and the period from January 1, 2022 through December 31, 2022 (in the case of the second payment). Each such contingent payment is subject to upwards adjustment based on overachievement of the financial targets and to deduction for seller-indemnified losses in accordance with the Purchase Agreement.
The common shares issued by the Company in connection with the Acquisition are subject to a lock-up provision, which releases three equal portions of such shares after 6, 12 and 18 months from the closing date of the Acquisition. The common shares were issued in reliance on the exemption from registration provided by Regulation S under the Securities Act of 1933, as amended.
The information contained in this report on Form 6-K is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File No. 333-225731) and on Form S-8 (File Nos. 333-201602, 333-211835 and 333-232022), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
Cautionary Note Regarding Forward-Looking Statements
Any statements contained in this Report on Form 6-K that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are generally identifiable by use of the words “believes,” “expects,” “intends,” “anticipates,” “plans to,” “estimates,” “projects,” or similar expressions. Such statements may include, but are not limited to, statements about the Acquisition, and other statements that are not historical facts. Such statements are based upon the beliefs and expectations of the Company’s management as of this date only and are subject to certain risks and uncertainties that could cause actual results to differ materially, including, without limitation, those items identified as “risk factors” in the Company’s most recently filed Annual Report on Form 20-F. Therefore, investors are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by applicable law.
Press Release
The Company is furnishing under the cover of this report on Form 6-K the following:
| Exhibit 99.1 | Press release, dated December 18, 2020 |
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| GLOBANT S.A. | ||
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| By: | /s/ SOL MARIEL NOELLO | |
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| Name: Sol Mariel Noello | ||
| Title: General Counsel | ||
| Date: December 18, 2020 |
Exhibit 99.1

Globant Acquires Bluecap to Strengthenits Portfolio of Consulting Services for the Financial Industry
| ● | Bluecap’s strong consulting and analyticalskills reinforces Globant’s expertise in the strategy, design and execution of digitaltransformation |
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| ● | It will deepen Globant’s capabilities in Europe and for the Financial and Investment sector. |
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Luxembourg – December 18, 2020: Globant (NYSE: GLOB), a digitally native technology services company, today announced the acquisition of Spain-based Bluecap, a specialized consultancy firm that leverages advanced analytics to develop new business models for financial institutions.
With this acquisition, Globant reinforces its leading position in transforming organizations while it continues expanding its operations in Europe. Bluecap will maintain its name and image as the strategy consulting brand of Globant and Maite Barrera, Bluecap’s CEO & founder, will join the group’s global executive team.
“Today more than ever, organizations need to reinvent themselves to move forward. At the same time, we believe that there is a strong opportunity in Europe so we want to continue expanding in the region,” said Martín Migoya, Globant’s CEO and co-founder. “Bluecap’s consulting and analytical expertise will be key to keep transforming organizations leveraging our strong focus on digital trends, AI and data analytics”.
Bluecap is a specialized strategic consultancy firm focused on the financial sector. Headquartered in Spain, with offices in Madrid and Barcelona, Bluecap has more than 160 consultants working for renowned financial institutions, such as Santander, Caixabank and Sabadell. The company provides the C-suite of large financial institutions with expert advice on the strategic management of Risk, Commercial, Finance and Capital while leveraging its expertise in advanced analytics.
“At Bluecap we design new business models and strategies for tomorrow’s banks, drawing on our advanced analytical skills while helping to integrate new services offered by the most innovative fintech firms. By joining forces with Globant, we will be able to offer even better value to our clients, combining our commercial banking and risk management capabilities, with Globant's digital transformation expertise and their global presence,” said Maite Barrera, Bluecap's founder and CEO.
Martín Umaran, Globant’s co-founder and Chief of Staff in charge of M&A, added: “We are really proud to have Bluecap join our team. With this acquisition we are moving forward with closing strategic investments in areas that complement Globant’s value proposition”.
About Globant
We are a digitally native company where innovation, design and engineering meet scale. We use the latest technologies in the digital and cognitive field to transform organizations in every aspect.
| ● | We have more than 14,300 employees and we are present in 16 countries working for companies like Google, Rockwell Automation,<br>Electronic Arts and Santander, among others. |
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| ● | We were named a Worldwide Leader in CX Improvement Services by IDC's MarketScape report. |
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| ● | We were also featured as a business case study at Harvard, MIT, and Stanford. |
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| ● | We are a member of the Cybersecurity Tech Accord. |
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For more information, visit www.globant.com

Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The expectations related to the businesses of Globant and Bluecap may differ from their actual results and consequently, you should not rely on these forward looking statements as predictions of future events. In some cases, you can identify forward-looking statements by terminology such as “believe,” “may,” “will”, “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “potential,” or the negative of these terms or other similar expressions. These forward-looking statements include, without limitation, expectations with respect to the anticipated benefits of the proposed acquisition. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside of the control of Globant and Bluecap and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the ability to recognize the anticipated benefits of the proposed acquisition, (2) costs related to the proposed acquisition, (3) changes in applicable laws or regulations, (4) the demand for Bluecap’s services together with the possibility that Bluecap may be adversely affected by other economic, business, and/or competitive factors; and (5) other factors discussed under the heading “Risk Factors” in our most recent Form 20-F filed with the Securities and Exchange Commission and any other risk factors included in subsequent reports on Form 6-K. Because of these uncertainties, you should not make any investment decision based on these forward-looking statements. Except as required by law, we undertake no obligation to publicly update any forward-looking statements for any reason after the date of this press release whether as a result of new information, future events or otherwise.
Contact
Megan Felz
Account Manager
Walker Sands
megan.felz@walkersands.com
213.9664.9111