- Near is among the largest full-stack intelligence providers of
aggregated anonymized data on people's behavior around places, with
1.6 billion unique user IDs, in over 70 million places across 44
countries.
- Near would have a post-transaction pro-forma market
capitalization of nearly $1 billion,
assuming there are no redemptions by KludeIn's public stockholders
and a successful private placement of $95
million of KludeIn common stock.
- The transaction is expected to generate $268 million of gross proceeds, assuming there
are no redemptions and a successful private placement of
$95 million of KludeIn common
stock.
- The Company has also secured a $100
million committed equity financing facility from CF
Principal Investments LLC.
PASADENA, Calif., May 19, 2022 /PRNewswire/ -- Near Intelligence
Holdings, Inc., a global SaaS leader in privacy-led data
intelligence on people, places and products ("Near" and, following
the completion of the transaction, the "Company"), and KludeIn
I Acquisition Corp. (NASDAQ:INKA) ("KludeIn"), a publicly
traded special purpose acquisition company, announced today that
they have entered into a definitive business combination agreement
that will result in Near becoming a publicly listed company with a
post-transaction pro-forma market capitalization of nearly
$1 billion, assuming there are no
redemptions by KludeIn's stockholders and a successful private
placement of $95 million of common
stock.
Upon closing, the combined Company is expected to be named "Near
Intelligence, Inc." and its common stock is expected to trade on
The Nasdaq Stock Market under the ticker symbol "NIR". Near is
headquartered in Southern
California, with global offices and coverage in EMEA,
Asia Pacific and Southeast Asia and led by Anil Mathews,
Founder and CEO of Near.
Founded in 2012, Near helps businesses better understand
consumer behavior to unlock growth strategies. Near's data
intelligence solutions serve both operational and marketing data
leaders whether their consumers are shopping, traveling, dining,
visiting places, or buying products.
Near's data universe curates one of the world's largest sources
of intelligence on people, places and products and comprises 1.6
billion unique user IDs, in over 70 million places across 44
countries. Strategic and exclusive data sets and partnerships with
customers enables Near to aggregate multiple data sources across
data types and use deep learnings to better understand consumer
behavior using the company's AI-driven modeling.
"Enterprises around the world have trusted Near to answer their
critical questions that help drive and grow their business for more
than a decade. The market demand for data around human movement and
consumer behavior to understand changing markets and consumers is
growing exponentially and now is the time to accelerate the
penetration of the large and untapped $23
billion TAM," stated Anil Mathews, Founder and CEO of Near.
"Going public provides us the credibility and currency to
double-down on growth and to continue executing on our winning
flywheel for enhanced business outcomes over the next decade."
"I am thrilled to partner with Anil and the entire team at Near
as they continue to help global enterprises better understand
consumer behavior and derive actionable intelligence from their
global, full-stack data intelligence platform," said Narayan Ramachandran, Chairman and CEO of
KludeIn. "We believe this merger is highly compelling based on the
diversified global customer base, superior SaaS flywheel and
network effects of Near's business, highlighted by the company's
strong customer net retention."
Transaction Overview
The transaction is expected to
generate gross proceeds of $268
million, assuming there are no redemptions and a successful
private placement of $95 million of
common stock. In addition, the parties have executed a
$100 million committed equity
financing facility (the "CEF Facility") with CF Principal
Investments LLC ("CFPI"), an affiliate of Cantor Fitzgerald L.P.
("Cantor"). Near's existing equity holders, including Sequoia
Capital, Telstra Ventures, J.P. Morgan, and Greater Pacific
Capital, have agreed to convert 100 percent of their ownership
stakes into the equity of the Company. The current Near
shareholders are expected to own approximately 68 percent of the
Company, assuming there are no redemptions by KludeIn's public
stockholders and a successful private placement of $95 million of KludeIn's common stock.
Additional information about the proposed transaction, including
a copy of the definitive agreement and a summary presentation, will
be filed with a Current Report on Form 8-K to be filed by KludeIn
with the Securities and Exchange Commission ("SEC") and made
available at www.sec.gov.
Investor Webcast Information
Near and KludeIn will
host a joint investor conference call to discuss the proposed
transaction on May 19,2022 at
2:00 PM ET. The conference call, as
well as an associated investor presentation, can be accessed on the
KludeIn website here: https://www.kludein.com/spac or Near's
website here: http://www.near.com/investors
Advisors
Kirkland & Ellis LLP is serving as legal
advisor to Near. Cantor Fitzgerald & Co. is serving as capital
markets advisor to KludeIn and Ellenoff Grossman & Schole LLP
is serving as legal advisor to KludeIn. DLA Piper LLP (US) is
serving as legal advisor to Cantor. King and Spalding LLP acted as legal counsel to CF
Principal Investments LLC in connection with the CEF Facility.
About Near
Near, a global SaaS leader in privacy-led
data intelligence, curates one of the world's largest sources of
intelligence on people, places, and products. Near processes data
from over 1.6 billion unique user IDs, in over 70 million places
across 44 countries to empower marketing and operational data
leaders to confidently reach, understand, and market to consumers
and optimize their business results. With offices in Los Angeles, Silicon Valley, Paris, Bangalore, Singapore, Sydney and Tokyo, Near serves major enterprises in
retail, real estate, restaurants, tourism, technology, marketing,
and other industries. For more information, please visit
https://near.com
About KludeIn
KludeIn I Acquisition Corp (NASDAQ:
INKA) is a special purpose acquisition company formed for
the purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with a business. KludeIn is focused on partnering with
a high-quality software or technology-enabled growth business
serving consumers or enterprises. For more information, please
visit http://www.kludein.com
Additional Information and Where to Find It
In
connection with the proposed business combination (the "Business
Combination"), KludeIn intends to file with the SEC a Registration
Statement on Form S-4 (as amended, the "Registration Statement"),
which will include a preliminary proxy statement/prospectus of
KludeIn, in connection with the Business Combination and related
matters. After the Registration Statement is declared effective,
KludeIn will mail a definitive proxy statement/prospectus and other
relevant documents to its shareholders. KludeIn's shareholders and
other interested persons are advised to read, when available, the
preliminary proxy statement/prospectus, and amendments thereto, and
definitive proxy statement/prospectus in connection with KludeIn's
solicitation of proxies for its shareholders' meeting to be held to
approve the Business Combination and related matters because the
proxy statement/prospectus will contain important information about
KludeIn and Near and the proposed Business Combination.
The definitive proxy statement/prospectus will be mailed to
shareholders of KludeIn as of a record date to be established for
voting on the proposed Business Combination and related matters.
Shareholders may obtain copies of the proxy statement/prospectus,
when available, without charge, at the SEC's website at www.sec.gov
or by directing a request to: KludeIn I Acquisition Corp., 1096
Keeler Avenue, Berkeley, CA
94708.
No Offer or Solicitation
This communication is for
informational purposes only and is neither an offer to sell or
purchase, nor a solicitation of an offer to sell, buy or subscribe
for any securities, nor is it a solicitation of any vote in any
jurisdiction pursuant to the Business Combination or otherwise, nor
shall there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law.
Participants in Solicitation
This communication is not
a solicitation of a proxy from any investor or securityholder.
KludeIn, KludeIn Prime LLC (KludeIn's Sponsor), Near and their
respective directors, officers and other members of their
management and employees may be deemed to be participants in the
solicitation of proxies from KludeIn's shareholders with respect to
the proposed Business Combination and related matters. Investors
and security holders may obtain more detailed information regarding
the names, affiliations and interests of the directors and officers
of KludeIn or Near in the proxy statement/prospectus relating to
the proposed Business Combination when it is filed with the SEC.
These documents may be obtained free of charge from the sources
indicated below.
Cautionary Statement Regarding Forward-Looking
Statements
Certain statements in this communication are
"forward-looking statements" within the meaning of the "safe
harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995. When used in this report, words such
as "may", "should", "expect", "intend", "will", "estimate",
"anticipate", "believe", "predict", "potential" or "continue", or
variations of these words or similar expressions (or the negative
versions of such words or expressions) are intended to identify
forward-looking statements.
These forward-looking statements and factors that may cause
actual results to differ materially from current expectations
include, but are not limited to: the inability of the parties to
complete the transactions contemplated by the definitive agreement
relating to the Business Combination in a timely manner or at all;
the risk that the Business Combination may not be completed by
KludeIn's initial business combination deadline and the potential
failure to obtain an extension of the business combination deadline
if sought by KludeIn; the outcome of any legal proceedings that may
be instituted against KludeIn or Near, the Company or others
following the announcement of the Business Combination and any
definitive agreements with respect thereto; the inability to
satisfy the conditions to the consummation of the Business
Combination, including the minimum cash condition and the approval
of the Business Combination by the shareholders of KludeIn; the
inability to consummate the private placement of $95 million of common stock on terms satisfactory
to the parties, or at all; the occurrence of any event, change or
other circumstance that could give rise to the termination of the
definitive agreement relating to the Business Combination; changes
to the proposed structure of the Business Combination that may be
required or appropriate as a result of applicable laws or
regulations or as a condition to obtaining regulatory approval of
the Business Combination; the ability to meet stock exchange
listing standards following the consummation of the Business
Combination; the effect of the announcement or pendency of the
Business Combination on Near's business relationships, operating
results, current plans and operations of Near; the ability to
recognize the anticipated benefits of the Business Combination,
which may be affected by, among other things, competition, the
ability of the Company to grow and manage growth profitably,
maintain relationships with customers and suppliers and retain its
management and key employees; changes in applicable laws or
regulations; the possibility that KludeIn, Near or the Company may
be adversely affected by other economic, business, and/or
competitive factors; KludeIn's or Near's estimates of
expenses and profitability; expectations with respect to future
operating and financial performance and growth, including the
timing of the completion of the proposed Business Combination;
KludeIn and Near's ability to execute on their business plans and
strategy; and other risks and uncertainties described from time to
time in filings with the SEC.
The foregoing list of factors is not exhaustive. You should
carefully consider the foregoing factors and the other risks and
uncertainties described in the "Risk Factors" section of the
Registration Statement referenced above and other documents filed
by KludeIn from time to time with the SEC. These filings identify
and address other important risks and uncertainties that could
cause actual events and results to differ materially from those
contained in the forward-looking statements. Forward-looking
statements speak only as of the date they are made. Readers are
cautioned not to put undue reliance on forward-looking statements,
and KludeIn and Near assume no obligation and do not intend to
update or revise these forward-looking statements, whether as a
result of new information, future events or otherwise. Neither
KludeIn nor Near gives any assurance that KludeIn or Near, or the
Company, will achieve any stated expectations.
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SOURCE Near North America, Inc.
