Oslo, Norway (May 6, 2021) - Kahoot!, a global learning platform company,
announced today the acquisition of Clever Inc., a privately-held,
California-based company that is one of the most widely-used digital learning
platforms by U.S. K-12 schools. The partnership between two of the most popular
platforms in education, with distinct and highly complementary offerings, will
provide improved learning solutions and offerings to U.S. schools, while
accelerating the global expansion of Clever's solutions.

Kahoot! Group will acquire 100% of the shares in Clever Inc., for an enterprise
value (EV) of USD 435 - 500 million on a cash and debt-free basis, including a
performance-based element for 2021-2022. The consideration will consist of a
combination of cash and Kahoot! shares. 

The company will be wholly-owned by the Kahoot! Group upon closing of the
transaction. Clever will remain an open platform and continue to operate under
the Clever brand. Clever Inc. will operate as an independent company in the
Kahoot! Group, led by its strong management team.

Market-leading Platform for Learning Community and App Partners
Founded in 2012, Clever's market-leading and open platform brings schools,
teachers, students and application developers together in a single-sign-on
education network that simplifies accessible learning and provides an easy go-to
solution for all users. The shift to digital learning and rapid adoption in
recent years of K-12 EdTech has created immense usability challenges for K-12
students, teachers, parents and application developers. Clever seamlessly
integrates student and teacher workflow through a marketplace, portal, API-based
user management and single-sign-on experience, consistent with Kahoot!'s
content-agnostic, digital-first education approach. With Clever, students get a
digital classroom with all the resources they need to login and start learning.
Teachers create personalized and organized digital classrooms and can see which
students are participating, and instantly reach out to students who need
help-all without leaving the platform.

Clever offers their platform free of charge to schools and school districts and,
in 2020, served 50% of all U.S. students in over 89,000 schools, representing
65% of the 13,000+ school districts, and engaged over 20 million students
monthly, delivering 5.6 billion learning sessions. Clever has partnered with 600
application developers, including many of the leading U.S and global learning
providers, like Khan Academy, McGraw Hill, Zoom, and also recently announced its
new partnership with Google Classroom.

Clever expects to reach USD 44 million in billed revenues for 2021 from its U.S.
ecosystem partners, following an annual revenue growth rate of approximately 25%
CAGR in the last three years, running the business on a cash flow neutral basis,
redeploying all cash into development of its offerings. With offices in San
Francisco, CA and Durham, NC, Clever employs a talent force of over 175 with
deep education and technology expertise.

Making Learning Awesome
"Today's announcement marks a milestone in Kahoot!'s mission to make learning
awesome. Clever and Kahoot! are two purpose-led organizations that are equally
passionate about education and unleashing the potential within every learner,"
said Eilert Hanoa, CEO at Kahoot!. "Through this acquisition we see considerable
potential to collaborate on education innovation to better service all our users
- schools, teachers, students, parents and lifelong learners - and leveraging
our global scale to offer Clever's unique platform worldwide. I'm excited to
welcome Tyler and his team to the Kahoot! family.

"In the same way as we are improving our offerings with Kahoot! at Work towards
enterprises with Kahoot! Spirit and our acquisitions of Actimo and Motimate, the
acquisition of Clever will strengthen our offerings towards schools, districts
and families in Kahoot! at School and Kahoot! at Home", said Hanoa.

Unlocking New Ways to Learn for All Students
"We founded Clever because we believed that technology can be a powerful lever
to make learning more joyful and engaging - and no one embodies that more than
Kahoot!," said Tyler Bosmeny, CEO and co-founder of Clever. "Being part of the
Kahoot! family will give us the opportunity to not only continue our mission,
but to accelerate our plans to serve international markets. We are inspired to
be a part of Kahoot! Group and excited to work with Eilert and the team to
unlock the opportunities ahead for schools around the globe."

Uniquely Positioned Offering for U.S. Market
The continued rapid expansion and complexity of the U.S. EdTech ecosystem
increases the need to offer students, teachers, parents and school districts a
single-source platform to easily access the universe of value-add learning
solutions. The proposed partnership between Kahoot! and Clever will provide
complementary digital solutions that make learning more efficient, effective and
awesome for everyone. Clever will also integrate Kahoot!Žs family of learning
apps onto its platform, enhancing distribution channels for Kahoot! and enabling
efficient implementation via Clever APIs to millions of students and teachers in
U.S. K-12 schools.

Complementary Strengths that Create Unique Advantage 
Both companies possess powerful but different capabilities. Kahoot! is a leading
educational platform for user- and partner-generated content, including its
broad suite of family-friendly learning apps, rapidly growing viral distribution
model and global scale. Clever offers a popular and ubiquitous single-sign on
platform, trusted ecosystem, loyal partners, and deep relationships in the
education system. In partnership, the companies expect to offer a compelling
marketplace proposition for all learning applications, as well as simplification
of access and a steadily improved offering of learning tools to all users.

Significant Growth and Global Expansion Opportunities 
The transaction is expected to generate synergies that will create additional
potential to grow and empower more users with industry-leading EdTech tools and
resources. The acquisition will add value to Kahoot!'s already strong presence
in the U.S. education sector and will provide the opportunity to extend Clever's
platform across Kahoot!'s existing reach of over 200 countries, providing
application partners a springboard into international markets.

Passionate Cultures, Shared Values
Kahoot! and Clever, both purpose-driven organizations, have made it their
missions to make education accessible and awesome. After closing, the teams will
collaborate to innovate new marketplace offerings to the education sector,
having an even greater social impact as they empower educators and help learners
everywhere reach their full potential. Committed to serving as a force for good,
Kahoot! and Clever will continue to drive toward diversity, equity and inclusion
for all, as well as continue to offer free as well as premium offerings to all
user groups.

Enhanced Financial Profile 
Building on Kahoot!'s solid financial position supported by strong recurring
revenue (ARR) growth, Clever will bring an additional annual recurring revenue
platform based on its current marketplace structure comprising direct revenue
streams from application developers (B2B). On the basis of its large base of
over 600 application partnerships and deep customer relationships, Kahoot! is
expecting Clever to accelerate its growth trajectory in the years to come fueled
by additional upcoming marketplace launches, further expansion beyond the K-12
segment as well as international expansion plans. 

Transaction Terms 
Kahoot! Group will acquire 100% of the shares in Clever Inc. for a total
consideration reflecting an Enterprise Value (EV) of USD 435 - 500 million, on a
cash and debt free basis, including an up to USD 65 million 2021-2022
performance-based element. The consideration will be settled by a combination of
approximately 82% cash and 18% Kahoot! shares. The cash portion of the USD 435
million base consideration is payable in instalments whereby USD 205 million is
payable at closing and the remaining USD 150 million will be payable later in
2021. The performance based consideration will be payable in 2022 and 2023. The
cash portion of the consideration will be financed from available cash and other
sources available to Kahoot!, and the consideration shares will be subject to a
12-months lock-up from the respective issuance dates. The transaction, which is
subject to customary closing conditions, including regulatory approvals, is
expected to close in the second quarter of 2021. 

A company presentation with Clever will be held on May 19th. More information
will be available at www.kahoot.com/investor.

For more information about Clever, see the enclosed Clever Introduction
presentation and read our latest
https://kahoot.com/blog/2021/05/06/kahoot-clever-making-learning-awesome/ about
Kahoot! and Clever. 

Please visit https://kahoot.com/news/ to stay up to date on company news and
updates.

For further information please contact:

Eilert Hanoa, CEO
Phone: +47 928 32 905
Email: eilerth@kahoot.com

Ken Østreng, CFO
Phone: +47 911 51 686
Email: keno@kahoot.com 

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation article 7 and is subject to the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act. This stock
exchange announcement was published by Ken Østreng, CFO, Kahoot! ASA, on May 6,
2021 at 8:50 CET.

About Kahoot!
Kahoot! is on a mission to make learning awesome! We want to empower everyone,
including children, students, and employees to unlock their full learning
potential. Our learning platform makes it easy for any individual or corporation
to create, share, and play learning games that drive compelling engagement.
Launched in 2013, Kahoot!'s vision is to build the leading learning platform in
the world. In the last 12 months, 279 million games have been played on the
Kahoot! platform with 1.6 billion participating players in more than 200
countries. The Kahoot! family also includes award-winning DragonBox math
learning apps, the Poio learn to read app, the Drops language learning apps, the
Actimo and Motimate employee engagement and corporate platforms and
Whiteboard.fi, the online whiteboard tool for all educators, teachers and
classrooms. The Kahoot! Group is headquartered in Oslo, Norway with offices in
the US, the UK, France, Finland, Estonia, Denmark and Spain. Let's play!

About Clever
Clever is on a mission to unlock new ways to learn for all students. Since 2012
our team has been driven by a belief that technology is a powerful lever to make
learning more engaging, give teachers superpowers, and advance educational
equity. Now, more than 50% of US K-12 students use Clever's single sign-on and
secure portal for simplified access to a world of digital learning. Over 89,000
schools, including 96 of the top 100 U.S. school districts, and a network of
leading application partners rely on the Clever API for speedy implementation
and seamless student engagement. Clever has offices in San Francisco, California
and Durham, North Carolina, and you can visit us anytime at clever.com.