Globant S.A. [GLOB] Filings

20-F 1 glob-20231231.htm 20-F glob-20231231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F


(Mark One)
☐			REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☒			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2023


OR
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☐			SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

			Date of event requiring this shell company report
			For the transition period from to .

Commission file number: 001-36535

GLOBANT S.A.

(Exact name of Registrant as specified in its charter)

Not applicable

(Translation of Registrant's name into English)

Grand Duchy of Luxembourg

(Jurisdiction of incorporation or organization)

37A Avenue J.F. Kennedy

L-1855, Luxembourg

Tel: + 352 20 30 15 96

(Address of principal executive offices)

Patricio Pablo Rojo

General Counsel

37A Avenue J.F. Kennedy

L-1855, Luxembourg

pablo.rojo@globant.com

+ 352 20 30 15 96

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common shares, nominal value $ 1.20 per share	GLOB	New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report: 43,086,282 common shares.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒ Yes ☐ No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ☐ Yes ☒ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer ☐

Non-accelerated filer ☐

Emerging growth company

☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

† The term "new or revised financial accounting standard" refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☐ International Financial Reporting Standards as issued by the International Accounting Standards Board ☒

Other ☐

If "Other" has been checked in response to the previous question indicate by check mark which financial statement item the registrant has elected to follow. ☐ Item 17 ☐ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

TABLE OF CONTENTS


CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS			1
CURRENCY PRESENTATION AND DEFINITIONS			1
PRESENTATION OF FINANCIAL INFORMATION			2
PRESENTATION OF INDUSTRY AND MARKET DATA			2
PART I			3
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS			3
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE			3
ITEM 3. KEY INFORMATION			3

A. [Reserved]			3
B. Capitalization and Indebtedness			3
C. Reasons for the Offer and Use of Proceeds			3
D. Risk Factors			3

ITEM 4. INFORMATION ON THE COMPANY			24

A. History and Development of the Company			24
B. Business Overview			26
C. Organizational Structure			51
D. Property, Plant and Equipment			52

ITEM 4A. UNRESOLVED STAFF COMMENTS			52
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS			52

A. Operating Results			53
B. Liquidity and Capital Resources			62
C. Research and Development, Patents and Licenses, etc.			67
D. Trend Information			67
E. Critical Accounting Estimates			67

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES			67

A. Directors and Senior Management			67
B. Compensation			72
C. Board Practices			76
D. Employees			78
E. Share Ownership			86

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS			86

A. Major Shareholders			86
B. Related Party Transactions			88
C. Interests of Experts and Counsel			88

ITEM 8. FINANCIAL INFORMATION			89

A. Consolidated statements and other financial information			89
B. Significant Changes			89



ITEM 9. THE OFFER AND LISTING			90

A. Offering and listing details			90
B. Plan of Distribution			90
C. Markets			90
D. Selling Shareholders			90
E. Dilution			90
F. Expenses of the Issue			90

ITEM 10. ADDITIONAL INFORMATION			90

A. Share capital			90
B. Memorandum and Articles of Association			90
C. Material Contracts			98
D. Exchange Controls			98
E. Taxation			98
F. Dividends and Paying Agents			105
G. Statement by Experts			105
H. Documents on Display			105
I. Subsidiaries Information			106

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			106
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES			106

A. Debt Securities			106
B. Warrants and Rights			106
C. Other Securities			106
D. American Depositary Shares			106
PART II			107
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES			107
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS			107
ITEM 15. CONTROLS AND PROCEDURES			107
ITEM 16. [Reserved]			108
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT			108
ITEM 16B. CODE OF ETHICS			108
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES			108
ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES			109
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS			109
ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT			110
ITEM 16G. CORPORATE GOVERNANCE			110
ITEM 16H. MINE SAFETY DISCLOSURE			112
ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS			112
ITEM 16J. INSIDER TRADING POLICY			112
ITEM 16K. CYBERSECURITY			112
PART III			115
ITEM 17. FINANCIAL STATEMENTS			115
ITEM 18. FINANCIAL STATEMENTS			115
ITEM 19. EXHIBITS			115

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS

This annual report includes forward-looking statements. These forward-looking statements include, but are not limited to, all statements other than statements of historical facts contained in this annual report, including, without limitation, those regarding our future financial position and results of operations, strategy, plans, objectives, goals and targets, future developments in the markets in which we operate or are seeking to operate or anticipated regulatory changes in the markets in which we operate or intend to operate. In some cases, you can identify forward-looking statements by terminology such as "aim", "anticipate", "believe", "continue", "could", "estimate", "expect", "forecast", "guidance", "intend", "may", "plan", "potential", "predict", "projected", "should" or "will" or the negative of such terms or other comparable terminology.

You should carefully consider all the information in this annual report, including the information set forth under "Risk Factors." We believe our primary challenges are:

•If we are unable to maintain the current resource utilization rates and productivity levels, our revenues, profit margins and results of operations may be adversely affected.

•If we are unable to manage attrition and attract and retain highly-skilled IT professionals, our operating efficiency and productivity may decrease, and we may not have the necessary resources to maintain client relationships and expand our business.

•If we are unable to achieve anticipated growth, our revenues, results of operations, business and prospects may be adversely affected.

•If we are unable to effectively manage the rapid growth of our business, our management personnel, systems and resources could face significant strains, which could adversely affect our results of operations.

•If the pricing structures we use for our client contracts are based on inaccurate expectations and assumptions regarding the cost and complexity of performing our work, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations.

•If we were to lose the services of our senior management team or other key employees, our business operations, competitive position, client relationships, revenues and results of operations may be adversely affected.

•If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer.

•We are subject to numerous risks associated with the evolving market for products with AI capabilities.

•If any of our largest clients terminates, decreases the scope of, or fails to renew its business relationship or short-term contract with us, our revenues, business and results of operations may be adversely affected.

•Our results of operations could be adversely affected by economic and political conditions globally and, in particular, in the markets in which we operate.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance and are based on numerous assumptions. Our actual results of operations, financial condition and the development of events may differ materially from (and be more negative than) those made in, or suggested by, the forward-looking statements. Readers should read "Risk Factors" in this annual report and the description of our business under "Business Overview" in this annual report for a more complete discussion of the factors that could affect us.

Unless required by law, we undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or developments or otherwise.

CURRENCY PRESENTATION AND DEFINITIONS

In this annual report, references to “Globant”, “we”, “our”, “us” or the “Company” means Globant S.A. and its consolidated subsidiaries, unless the context otherwise requires, or where we make clear that such term refers only to Globant S.A. and not to its subsidiaries.

In this annual report references to currencies are defined in the following table:


"U.S. dollars" and "$"			refer to the lawful currency of the United States
"Argentine pesos"			refers to the lawful currency of the Republic of Argentina
"Colombian pesos"			refers to the lawful currency of the Republic of Colombia
"Uruguayan pesos"			refers to the lawful currency of the Republic of Uruguay


"Mexican pesos"			refers to the lawful currency of Mexico
"Chilean pesos"			refers to the lawful currency of Chile
"Rupees" or "Indian rupees"			refer to the lawful currency of the Republic of India
"Reais" or "Brazilian Real"			refer to the lawful currency of Brazil
"Peruvian Sol"			refers to the lawful currency of Peru
"Euro" or "€"			refer to the single currency of the participating member states of the European and Monetary Union of the Treaty Establishing the European Community, as amended from time to time
"Pound", "British Sterling pound" or "£"			refer to the lawful currency of the United Kingdom
"Canadian dollars"			refers to the lawful currency of Canada
"Saudi Riyal"			refers to the lawful currency of the Kingdom of Saudi Arabia
"Australian dollars"			refers to the lawful currency of the Commonwealth of Australia
"Danish Krone"			refers to the lawful currency of Denmark

Unless otherwise specified or the context requires otherwise in this annual report:

•"IT" refers to information technology;

•"ISO" means the International Organization for Standardization, which develops and publishes international standards in a variety of technologies and in the IT services sector;

•"Attrition rate," during a specific period, refers to the ratio of IT professionals that voluntarily left our company during the period to the number of IT professionals that were on our payroll on the last day of the period; and

•"Globers" refers to the employees that work for Globant.

"GLOBANT" and its logo are our trademarks. Solely for convenience, we refer to our trademarks in this annual report without the TM and ® symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights to our trademarks. Other service marks, trademarks and trade names referred to in this annual report are the property of their respective owners.

PRESENTATION OF FINANCIAL INFORMATION

Our consolidated financial statements are prepared under IFRS Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and presented in U.S. dollars. Our fiscal year ends on December 31 of each year. Accordingly, unless otherwise indicated, all references to a particular year are to the year ended December 31 of that year.

Some percentages and amounts included in this annual report have been rounded for ease of presentation. Accordingly, figures shown as totals in certain tables may not be an exact arithmetic aggregation of the figures that precede them.

Unless otherwise indicated or the context requires otherwise, all financial information in this annual report is presented in U.S. dollars.

PRESENTATION OF INDUSTRY AND MARKET DATA

In this annual report, we rely on, and refer to, information regarding our business and the markets in which we operate and compete. The market data and certain economic and industry data and forecasts used in this annual report were obtained from International Data Corporation (“IDC”), Gartner, Inc. (“Gartner”), Forrester Research, Inc. and/or one of its affiliates (collectively, “Forrester”), internal surveys, market research, governmental and other publicly available information, independent industry publications and reports prepared by industry consultants. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable, but that the accuracy and completeness of such information is not guaranteed. We believe that these industry publications, surveys and forecasts are reliable, but we have not independently verified them and cannot guarantee their accuracy or completeness.

Certain market share information and other statements presented herein regarding our position relative to our competitors are not based on published statistical data or information obtained from independent third parties, but reflect our best estimates. We have based these estimates upon information obtained from our clients, trade and business organizations and associations and other contacts in the industries in which we operate.

PART I.

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3. KEY INFORMATION

A. [Reserved]

B. Capitalization and Indebtedness

Not applicable.

C. Reasons for the Offer and Use of Proceeds

Not applicable.

D. Risk Factors

Summary Risk Factors

The following summarizes the principal factors that make an investment in our company speculative or risky, all of which are more fully described in the Risk Factors below. This summary should be read in conjunction with the Risk Factors below and should not be relied upon as an exhaustive summary of the material risks facing our business. The following factors could result in harm to our business, reputation, revenue, financial results and prospects, among other impacts:

Risks Related to Our Business and Industry

•If we are unable to maintain the current resource utilization rates and productivity levels, our revenues, profit margins and results of operations may be adversely affected.

•If we are unable to achieve anticipated growth, our revenues, results of operations, business and prospects may be adversely affected.

•We are subject to numerous risks associated with the evolving market for products with AI capabilities.

•We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition.

•Our business depends on a strong brand and corporate reputation, and if we are not able to maintain and enhance our brand, our ability to expand our client base will be impaired and our business and operating results will be adversely affected.

•Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business.

•Our aspirations and disclosures related to environmental, social and governance (“ESG”) matters expose us to risks that could adversely affect our reputation and performance.

•Regulations and stakeholder expectations relating to ESG matters may impose additional costs and expose us to new risks.

Risks Related to our Global Operations

Globant S.A. [GLOB] Filings
20-F	[2024-02-29]
20-F	[2023-02-28]
20-F	[2022-02-28]
20-F	[2021-02-26]
20-F	[2020-02-28]
20-F	[2019-03-29]
20-F	[2018-04-13]
20-F	[2017-04-07]
20-F	[2016-04-29]
F-1	[2015-06-26]
20-F	[2015-04-27]
F-1	[2015-03-12]
F-1	[2013-08-27]