CorporateInvestorsTax & AccountingFebruary 26, 2014

Wolters Kluwer to acquire remaining shares of Third Coast Holdings, Inc.

Acquisition extends Wolters Kluwer’s position in Corporate Legal Services.

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

Wolters Kluwer (WKL) is a global leader in professional information, software solutions, and services for the health, tax & accounting, governance, risk & compliance, and legal & regulatory sectors. We help our customers make critical decisions every day by providing expert solutions that combine deep domain knowledge with specialized technology and services.

Forward-looking statements and other important legal information
This report 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 be 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.
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Annemarije Dérogée-Pikaar
Annemarije Dérogée - Pikaar
Director, Corporate Affairs & Communications
Global Branding & Communications
Marisa Westcott
Marisa Westcott, Vice President Global Marketing and Communications, Wolters Kluwer Tax & Accounting
Vice President, Global Marketing & Communications
Tax & Accounting
Meg Geldens
Meg Geldens
Vice President, Investor Relations
Investor Relations