SYDNEY: Cluey Ltd (ASX: CLU), Australia’s largest online tutoring platform, has announced a binding agreement to acquire Education Futures Group Pty Ltd (EFG), the parent company of the Art of Smart group, in a deal valued at up to $6.5 million.
The acquisition is part of Cluey’s strategic push into hybrid education, combining its digital learning capabilities with Art of Smart’s in-person tutoring model.
To fund the acquisition and support future growth, Cluey has launched a fully underwritten 2-for-11 non-renounceable entitlement offer to raise approximately $4.5 million at $0.07 per share — a 10.3% discount to its last traded price. Gleneagle Securities is acting as lead manager and underwriter.
The acquisition is structured in two tranches: an initial cash-and-scrip completion payment based on 6.5x FY25 normalised EBITDA, and a performance-based earnout tied to FY27 EBITDA growth. Notably, Rowan Kunz, founder of Art of Smart, will join Cluey as managing director of the acquired group, with a portion of his consideration in Cluey shares subject to escrow.
Cluey expects the deal to unlock significant synergies, including expanded product offerings, enhanced customer acquisition, and geographic growth through new campus rollouts. The company also anticipates leveraging its proprietary data analytics and national curriculum-aligned content to extend Art of Smart’s reach beyond senior secondary students.
Cluey’s joint-CEO Matteo Trinca said the acquisition “marks an important step in Cluey’s evolution,” enabling the company to meet student demand “across every learning format — online, on campus, and everywhere in between.”
The entitlement offer opens on November 24 and closes December 10, with new shares expected to begin trading on December 17.