Contrarian Corpus
short seller full deck initial thesis
2018-04-04 · 40 pages

Globant SA GLOB

Globant is a poorly organized digital-IT roll-up using accounting games and Luxembourg disclosure loopholes to mask decelerating organic growth; shares warrant 40-50% downside to $24.50-$29.50.

N 4 Narrative
V 3 Visual
C 3 Craft
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Thesis

Spruce Point argues Globant is a digital-IT outsourcing roll-up earning the sector's highest multiple by selling investors a phantom 20% organic growth story. Their forensic work shows almost half of 2017 growth came from acquisitions, with true organic growth decelerating from 21.6% in 2015 to 14.8% in 2017, while adjusted EBITDA of $64.6m converted to a paltry $7.4m of free cash flow and the company quietly generated $68m of cash from trading securities. Inconsistent add-backs, three different versions of FY2016 results, and a quietly revised 4Q16 EPS that turned a beat into a $0.04 miss reinforce the accounting-games narrative. Founders have sold or transferred over $80m (70%+ of holdings) since the 2014 IPO using Luxembourg foreign-private-issuer exemptions and Uruguayan trusts, while WPP/Sir Martin Sorrell sit atop the cap table and a related-party revenue stream. A peer regression implies $24.50-$29.50, or 40-50% downside.

SCQA

Situation

Globant is a Luxembourg-domiciled digital IT outsourcing firm trading at peak multiples (30.9x 2018E EBITDA, 19.7x P/E) on a story of consistent 20%+ organic revenue growth and best-in-class digital exposure.

Complication

Forensic analysis shows almost half of 2017 growth came from M&A, organic growth is decelerating, adjusted EBITDA does not convert to cash, financials are restated repeatedly, and founders have unloaded $80m+ behind opaque Luxembourg disclosure rules.

Resolution

Spruce Point is short and urges investors to recalibrate Globant's valuation to IT-outsourcing peers using a regression on organic growth versus EV/EBITDA and EV/Sales multiples.

Reward

Re-rating to peer-implied multiples points to a target price of roughly $24.50 to $29.50 per share, equating to 40% to 50% downside from the $49 reference price.

The three reasons

  1. 1

    Roll-up masquerading as organic: ~47% of 2017 growth came from M&A, organic decelerating to 14.8%

  2. 2

    Adjusted EBITDA of $64.6m in 2016 produced just $7.4m of FCF; cash actually comes from trading securities

  3. 3

    Founders sold/transferred over $80m (70%+ of holdings) since IPO, hidden by foreign-private-issuer status

Primary demands

  • Investors should re-rate GLOB in line with IT outsourcing peers
  • Globant should disclose related-party WPP revenue and improve insider-selling transparency
  • Establish a genuinely independent board rather than relying on Luxembourg foreign-private-issuer exemptions

KPIs cited

Reported revenue growth
27.1% / 27.2% / 28.1% in 2015/2016/2017
Spruce Point organic growth
21.6% / 18.7% / 14.8% in 2015/2016/2017 (decelerating)
M&A contribution to growth
~47% of 2017 total growth from acquisitions
Adjusted EBITDA to FCF conversion
$64.7m EBITDA in 2016 generated only $7.4m FCF (11.5% conversion)
Cumulative cash from trading securities
$68.3m generated 2011-2016 from investing/trading
Spruce Point Adjusted EPS vs reported
$0.99 vs $1.28 in 2017 (~36% lower since 2013)
Founder selling and transfers since IPO
Over $80m / 70%+ of pre-IPO holdings sold or moved to trusts
Founder beneficial ownership
Reduced from 21.5% (6.3M shares) at IPO to 4.5% (1.6M shares)
WPP ownership stake
WPP Luxembourg Gamma Three S.a.r.l. owns 19.18% of GLOB
Top-client concentration
Top-5 clients ex-Disney grew only 2% on average in 2017
Employee turnover
18.0% in 2017 vs 12.7% (LXFT) and 10.4% (EPAM)
2018E EV/EBITDA peer comparison
GLOB 30.9x vs EPAM 27.7x and LXFT 13.3x
4Q16 Adjusted EPS revision
Originally $0.31 (matched consensus), restated to $0.27 in 4Q17 — a hidden $0.04 miss

Pattern membership

Where this document fits across the library's 12 rhetorical / structural patterns. Orange cells are present in this deck; neutral cells are not.

Precedents cited

  • Luxoft (LXFT) penalized for revenue/EPS misses

Composition what's on the 40 slides

Visual + textual elements counted across every slide in this deck. Hover a box for what that element is; click to see every slide in the corpus that uses it.

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Notes

Classic Spruce Point short-report template: cinematic cover slide, full legal disclaimer, executive summary that bullets the short thesis, then sections on accounting forensics, insider selling, governance, peer comparison, and a price-target table with optimistic/regression/low scenarios. Core rhetorical moves: (1) reframe organic growth attribution to expose roll-up; (2) decompose adjusted EBITDA-to-FCF gap; (3) document insider exit via Luxembourg/Uruguayan trust structure that escapes SEC Form 4 disclosure; (4) link target to a topical scandal (WPP/Sorrell investigation breaking the day before). Regression-to-peer-multiple is the valuation mechanism rather than DCF. No named human author — credited to Spruce Point Capital Management LLC.