Wolters Kluwer to Acquire Remaining Shares of Third Coast Holdings, Inc.
26 February 2014 - 6:05PM
Wolters Kluwer announced today that its Corporate Legal
Services (CLS) group has signed an agreement to acquire the
remaining 62% of Third Coast Holdings, Inc. it does not already own
for $180 million in cash, subject to closing adjustments, bringing
its total cash investment since 2002 to $197 million. This
acquisition supports Wolters Kluwer's strategy of focusing its
capital on its high growth businesses. Completion of the
transaction is subject to Hart-Scott-Rodino regulatory review and
other customary closing conditions.
Third Coast Holdings and its operating companies provide
enterprise legal management software and services for general
counsel and law firms in the U.S. and internationally. Wolters
Kluwer has had a minority interest in Third Coast Holdings, Inc. or
its predecessor since 2002 and has accounted for its minority share
of net profit or loss within equity-accounted associates.
Third Coast Holdings and its subsidiaries have seen strong
growth in the past several years and reached estimated revenues of
over $57 million in 2013. Over 80% of revenue is subscription
based. Following completion, and including integration benefits,
the business is expected to deliver a return on total investment
above Wolters Kluwer's after tax cost of capital (8%) within 3 to 5
years. The transaction is expected to be slightly earnings
enhancing in the first full year following completion. Wolters
Kluwer is expected to record a non-cash book profit of
approximately $100 million on its minority investment at the time
of closing, subject to accounting adjustments.
The acquisition and subsequent integration of the business as a
part of Wolters Kluwer Corporate Legal Services will enhance CLS'
capabilities to offer enterprise legal management solutions, open
additional avenues for international expansion, and create
operational efficiency opportunities.
Nancy McKinstry, CEO and Chairman of the Executive Board of
Wolters Kluwer, commented "This agreement underscores our strategy
to extend our Corporate Legal Services business, one of our high
growth positions in the portfolio."
"This is an exciting opportunity for our company and our
customers. Following completion of this acquisition, we will be
able to provide a broader range of truly best-in-class solutions to
serve enterprise legal management customers with different
preferences and needs, across multiple segments," said Richard
Flynn, Group President and CEO of Wolters Kluwer Corporate Legal
Services.
About Wolters Kluwer Corporate Legal Services
Wolters Kluwer Corporate Legal Services (CLS) is a leader in legal
and compliance services, serving 70% of the Fortune 500, 90% of the
AmLaw 100, 80% of the top 100 U.S. banks, and hundreds of thousands
of small business owners. Through its operating units, CLS offers
legal compliance, lien management, brand management and enterprise
legal management solutions. Wolters Kluwer Corporate Legal Services
is part of Wolters Kluwer, a leading global information services
and solutions provider with annual 2013 revenues of €3.6 billion
($4.9 billion) and approximately 19,000 employees worldwide.
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Forward-looking Statements
This press release contains forward-looking statements. These
statements may be identified by words such as "expect," "should,"
"could," "shall," and similar expressions. Wolters Kluwer cautions
that such forward-looking statements are qualified by certain risks
and uncertainties that could cause actual results and events to
differ materially from what is contemplated by the forward-looking
statements. Factors which could cause actual results to differ from
these forward-looking statements may include, without limitation,
general economic conditions; conditions in the markets in which
Wolters Kluwer is engaged; behavior of customers, suppliers, and
competitors; technological developments; the implementation and
execution of new ICT systems or outsourcing; and legal, tax, and
regulatory rules affecting Wolters Kluwer's businesses, as well as
risks related to mergers, acquisitions, and divestments. In
addition, financial risks such as currency movements, interest rate
fluctuations, liquidity, and credit risks could influence future
results. The foregoing list of factors should not b e construed as
exhaustive. Wolters Kluwer disclaims any intention or obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events, or otherwise.
PDF version of Press Release
http://hugin.info/130682/R/1764616/598393.pdf
HUG#1764616
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