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AgileThought, a World Supplier of Digital Transformation Providers, Publicizes Completion of Enterprise Mixture with LIV Capital Acquisition Corp.

IRVING, Texas – (BUSINESS WIRE) – LIV Capital Acquisition Corp. (“LIVK” or the “Company”) (NASDAQ: LIVK), a commercial purpose company, and AgileThought, Inc. (“AgileThought”), a global provider of digital transformation services, custom software development and next generation technologies, today announced the completion of their previously announced business combination.

The combined company will operate as AgileThought, Inc. Its Class A common stock and public warrants are expected to trade tomorrow on the Nasdaq Capital Market under the new ticker symbols “AGIL” and “AGILW”.

AgileThought has successfully completed $ 91.5 million in equity through today’s merger to create a next-generation, publicly traded digital transformation company with a market capitalization of approximately $ 420 million and a total of approximately 42 million shares outstanding – to become dollars per share. The contributed equity is made up of:

(a) $ 53.3 million in gross cash proceeds from the business combination with LIVK and the completion of a PIPE transaction that includes the simultaneous private placement of Class A common shares.

(b) $ 38.1 million upon conversion into Class A common stock of the outstanding mezzanine credit facility with a second lien. The conversion was carried out by existing shareholders, the investment vehicle Nexxus Capital and an investment vehicle managed by Credit Suisse Asset Management Mexico, whose representatives have committed to support AgileThought as directors.

As a result of the business combination, existing AgileThought shareholders own 87.2% of the company’s combined equity, while the remaining 12.8% is held by pre-business LIVK shareholders and PIPE investors.

AgileThought intends to use the proceeds from the Transactions, net of transaction-related costs, to repay AgileThought’s senior credit facility and to use cash on the balance sheet for general corporate purposes.

“We are incredibly proud of what our team has achieved, and this milestone is just the beginning of an exciting journey as a publicly traded company. We would also like to thank our financial partners Nexxus Capital, LIV Capital and Credit Suisse Asset Management Mexico for their support during this process. We look forward to working together to increase shareholder value in the implementation of our growth strategy. Today, after more than 20 years of hard work, we are entering a new phase to fundamentally change the way people and organizations approach digital transformation, “said Manuel Senderos, Chairman and CEO of AgileThought.

LIVK shareholders approved the business combination at a general meeting on August 18, 2021. The AgileThought management team will continue to lead the combined company after the transaction. Manuel Senderos will become chairman and CEO of the combined company and Alex Rossi, the former chairman and CEO of LIVK, has been appointed director of the board of directors of the combined company.

“AgileThought is a leader in the digital transformation services market in the United States. We look forward to continuing to work with the company’s leadership team to capitalize on this tremendous opportunity and strengthen AgileThought’s leadership position in this rapidly evolving industry, ”said Alex Rossi.

Advisor:

EarlyBirdCapital, Inc. acted as financial and capital markets advisor to LIVK. Davis Polk & Wardwell LLP served as legal advisor to LIVK.

William Blair worked as a capital markets advisor for AgileThought. Cooley LLP served as legal advisor to AgileThought.

About AgileThought, Inc.

AgileThought is a leading, pure provider of large-scale agile-first software, end-to-end digital transformation and consulting services for Fortune 1000 customers with diversity across end markets and industries. For over 20 years, Fortune 1000 companies have relied on AgileThought to solve their digital challenges and optimize business-critical systems to increase business value. The solution architects, developers, data scientists, engineers, transformation consultants, automation specialists and other experts at AgileThought in the US and Latin America deliver next-generation software solutions that accelerate the transition to digital platforms across all business processes. Please visit https://agilethought.com/ for more information.

About LIV Capital Acquisition Corp.

LIVK was a blank check company founded in 2019 to initiate a merger, share swap, asset acquisition, share purchase, recapitalization, reorganization, or similar business combination with one or more companies or companies.

LIVK was sponsored by LIV Capital, a private equity firm founded in 2000 to acquire interests in high growth companies in Mexico or with a significant presence in Mexico. LIV Capital has a long history of successfully generating returns on equity investments in a number of Mexican sectors and companies and invests in various stages of growth and maturity. In more than twenty years, LIV Capital has launched and managed six mutual funds. Alexander R. Rossi, Humberto Zesati and Miguel Ángel Dávila have extensive experience and expertise in the Mexican corporate market, where they worked as investors, operators, administrators and consultants.

About Nexxus Capital:

Founded in 1995, Nexxus is a regional company focusing on private equity and mezzanine debt for medium-sized companies in LATAM, USA and Spain. Nexxus has raised and managed multiple funds with capital commitments of over $ 1.6 billion.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Actual results from AgileThought could differ from expectations, estimates and projections based on these forward-looking statements as predictions of future events. Words like “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “can”, “will”, “could”, “should,” “believes,” “forecasts,” “potentially,” “further” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, AgileThought’s expectations of shareholder value, future growth, and ability to change To drive digital transformation approaches, the opportunities presented by AgileThought’s markets, and AgileThought’s leadership position in its markets, these forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated Results will vary, most of these factors are beyond the control of AgileThought and difficult to predict.These forward-looking statements are subject to a number of risks and uncertainties, including AgileThought’s ability to retain and expand customer use of AgileThought’s services and to acquire new customers, and market uptake for AgileThought’s services; AgileThought’s ability to find and retain talent; AgileThought’s ability to execute its business model and the risks associated with its growth strategies; Market, financial, political and legal conditions, including the international markets in which AgileThought operates; the impact of the COVID-19 pandemic on AgileThought’s business and the global economy; the impact of competition on AgileThought’s future business; and the factors discussed in LIVK’s definitive proxy statement relating to the business combination filed with the Securities and Exchange Commission (“SEC”) under the heading “Risk Factors” on August 2, 2021. AgileThought advises that the above list of factors is not exclusive.