Nerdy, a St Louis-based direct-to-consumer, curated gig economy platform for live online learning, has agreed to become a public company through a merger with TPG Pace Tech Opportunities, a publicly traded special purpose acquisition company (SPAC).

Nerdy provides lessons for people of all ages across thousands of subjects and multiple learning formats, covering more than 3,000 subjects including one-on-one instruction, live small and large group classes and adaptive self-study tools.

TPG Pace Tech Opportunities is backed by US private equity house TPG, which also owns XCL Education, a pan-Asia school operator that recently acquired GEMS World Academy Singapore.

The deal will provide as much as $750 million in cash proceeds, including $150 million in an oversubscribed private investment in public equity, or PIPE, they said. Investors in the PIPE include Franklin Templeton, Healthcare of Ontario Pension Plan, Koch Industries and Learn Capital.

Nerdy will have about $300 million in cash and is expected to trade on the New York Stock Exchange under the symbol NRDY, the companies said. The deal is expected to close early in the second quarter.

Chuck Cohn, founder, chairman and chief executive of Nerdy, said: “We have built a proprietary AI-driven multi-format learning destination, leveraging the strong foundation of our flagship business, Varsity Tutors, one of the nation’s leading platforms for live online tutoring. What is so unique about what we have done is scale quality across thousands of subjects, multiple learning formats and tens of thousands of experts. Our direct-to-consumer, curated gig economy model allows us to deliver a high-quality learning experience at scale. We’re transforming how people learn at all age levels, from kindergarten to professional. With our new partners at TPG, we anticipate further investing in growth and expanding the breadth and reach of our platform.”

Karl Peterson, chairman of TPG Pace Tech Opportunities and managing partner of TPG Pace Group, added: “TPG has a proven track record of helping high-growth, disruptive technology companies like Nerdy successfully transition to the public equity markets. Our experience identifying markets at inflection points and supporting disruptive high-growth companies, as well as our extensive public market experience, enables us to aid Nerdy in its growth journey. Nerdy is poised to breakout as it disrupts a large market where online adoption has lagged.”

Goldman Sachs & Co was exclusive financial advisor to Nerdy. Deutsche Bank Securities, J.P. Morgan Securities, Barclays Capital and TPG Capital were financial advisors, capital markets advisors and PIPE placement agents to TPG Pace Tech Opportunities.

Goodwin Procter was the legal advisor to Nerdy and Vinson & Elkins acted as the legal advisor to TPG Pace Tech Opportunities.

Date published: 2 February 2021

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