Oslo, Norway, September 2, 2021 – Kahoot!, the global learning platform company, has completed the acquisition of Clever, a privately-held, California-based company that is one of the most widely-used digital learning platforms in U.S. K-12 education. Reference is made to Kahoot! ASA’s (“Kahoot!” or the “Company”) announcement on 6 May 2021, regarding the acquisition of all shares in Clever, Inc (“Clever”) and the announcements made on 22 June 2021 and 31 August 2021 with updates regarding the expected time for completion of the transaction.

Kahoot! and Clever are joining forces as two mission-driven companies, passionate about improving education through the use of technology. The Clever platform brings schools, teachers, students and education application developers together in a single sign-on digital learning platform that simplifies accessible learning. Kahoot!’s learning platform offers engaging learning experiences and user and partner-generated content to millions of learners worldwide, including its suite of family-friendly learning apps, rapidly growing viral distribution model and global scale.

Together, Kahoot! and Clever will provide improved digital learning solutions and offerings for educators, students, parents, schools and districts globally, helping learners unleash their full learning potential. Clever serves educators in more than 90,000 U.S. K-12 schools, 96 of the top 100 U.S. school districts as well as more than 20 million active students monthly. Kahoot! is used by more than 9 million educators globally and had 1.9 billion participating players from 200 countries on its platform in the last 12 months.

Making learning awesome, together

“This is a huge milestone for the Kahoot! Group,” said Eilert Hanoa, CEO at Kahoot!. “First and foremost, we see in Clever a passionate leadership and a world-class team that are just as committed to empowering educators and learners as we are. With that foundation, we see tremendous potential for the combined companies to serve even more educators, learners, parents and partners with consistently innovative products and practical solutions that respond to their specific needs, and provide the seamless experiences they’ve come to expect from both Kahoot! and Clever. We can’t wait to start making learning awesome together.”

“We founded Clever inspired by the belief that technology would become a powerful way to make learning more engaging, make teachers’ lives easier, and increase equity in education,” said Tyler Bosmeny, co-founder and CEO, Clever. “Today we’re thrilled to be joining Kahoot! to make this vision more real every day for students and teachers around the world.”

Complementary strengths that create unique advantage

On the heels of a busy back-to-school season, as students and teachers return to the classroom for the new school year and others continue to follow either remote or blended learning models, digital learning tools that streamline access to engaging educational content and experiences will remain essential.

As a first step, the Kahoot!’s family of learning apps will gradually be made available on the Clever platform enhancing distribution channels for Kahoot! and provide unprecedented reach to Clever’s audience of thousands of schools and districts and millions of students. In return, the collaboration will generate synergies that will create additional potential for geographic market expansion for both companies. The acquisition will add value to Kahoot!’s already strong presence in the U.S. education sector and similarly will provide the opportunity to extend Clever’s platform across Kahoot!’s existing reach of over 200 countries in the years to come.

By joining forces, both Kahoot! and Clever will strengthen their ability to serve not only at the individual teacher and consumer level, but also possess the knowledge and expertise to effectively provide their offerings at the school and district level. This is especially critical with the continued rapid expansion and complexity of the U.S. EdTech ecosystem as it relates to data privacy, security and compliance required by school districts. The combined teams of Kahoot! and Clever will generate additional opportunities for larger school district agreements in the U.S. and globally.

In addition, the companies will jointly work to offer a compelling marketplace proposition for all learning apps, as well as continuous improved offering of learning tools to all users.

Transaction Terms

As per the previously announced transaction terms, Kahoot! Group has acquired 100% of the shares in Clever for a total consideration reflecting an Enterprise Value (EV) of USD 435 – 500 million, on a cash and debt free basis, including an up to USD 65 million 2021-2022 performance-based element. The total consideration will be settled by a combination of approximately 82% cash and 18% Kahoot! shares.

The consideration to be paid at closing for the Clever shares has been settled by a combination of cash and new Kahoot! shares to be issued. The Board of Directors of Kahoot! has accordingly resolved to increase the share capital of the Company by up to NOK 730,076.50 by the issuance of up to 7,300,765 new shares to the shareholders of Clever at a subscription price of NOK 64.77 per share in accordance with the transaction documentation pursuant to the authorization given by the annual general meeting on 8 June 2021. The consideration shares issued to the selling shareholders of Clever are subject to a 12-month lock-up period from the respective issuance dates.

Clever will continue to operate as an independent company as part of the Kahoot! Group, led by its strong management team to continue to provide an open platform and operate under the Clever brand.

Forward looking statement

• For the full year 2021, the Kahoot! Group reiterates the ambition to reach $90-100 million in invoiced revenue with continued solid positive cash flow from operations and to reach 1.1 million paid subscriptions. In addition, Clever Inc, which is now part of the Kahoot! Group, is expected to exceed $15 million in invoiced revenue for the four month period from September till December 2021, and exceed $46 million in invoiced revenue for the full year 2021.
• For the third quarter 2021, the Kahoot! Group expects invoiced revenue of $22 million, representing approx. 90% YoY growth, and to reach 1 million paid subscriptions. In addition, Clever is expected to exceed $4 million in invoiced revenue for the month of September 2021.
• The Company will explore the opportunity for a secondary listing, with timing of the listing being subject inter alia to the closing of the Clever transaction.

A company presentation with Clever will be held on Wednesday September 8, 2021. Sign up on www.kahoot.com/clever.

This information is considered to be inside information pursuant to the EU Market Abuse Regulation article 7 and is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. This stock exchange announcement was published by Ken Østreng, CFO, Kahoot! ASA, on September 2, 2021 at 07:00 CET.

About Kahoot!

Kahoot! is on a mission to make learning awesome! We want to empower everyone, including children, students, and employees to unlock their full learning potential. Our learning platform makes it easy for any individual or corporation to create, share, and play learning games that drive compelling engagement. Launched in 2013, Kahoot!’s vision is to build the leading learning platform in the world. In the last 12 months, 300 million games have been played on the Kahoot! platform with 1.9 billion participating players in more than 200 countries. The Kahoot! family also includes award-winning DragonBox math learning apps, the Poio learn to read app, the Drops language learning apps, the Actimo and Motimate employee engagement and corporate platforms and Whiteboard.fi, the online whiteboard tool for all educators, teachers and classrooms. The Kahoot! Group is headquartered in Oslo, Norway with offices in the US, the UK, France, Finland, Estonia, Denmark and Spain. Kahoot! is currently listed on the Oslo Stock Exchange under the ticker KAHOT. Let’s play!

About Clever

Clever is on a mission to unlock new ways to learn for all students. Since 2012 our team has been driven by a belief that technology is a powerful lever to make learning more engaging, give teachers superpowers, and advance educational equity. Now, more than 50% of US K-12 students use Clever’s single sign-on and secure portal for simplified access to a world of digital learning. Over 90,000 schools, including 96 of the top 100 U.S. school districts, and a network of leading application partners rely on the Clever API for speedy implementation and seamless student engagement. Clever has offices in San Francisco, California and Durham, North Carolina, and you can visit us anytime at clever.com.