DWF, the global legal business providing Complex, Managed and Connected Services, announces that it has now completed the acquisition of Mindcrest Inc. ("Mindcrest"), the leading legal and managed services business. This follows an announcement on 29 January 2020 that DWF had reached a definitive agreement to acquire Mindcrest subject to the satisfaction of certain pre-conditions.
Now that the pre-conditions have been met, DWF has acquired full ownership of Mindcrest for an initial consideration of US$10.9m (£8.3m) of which US$2.4m (£1.8m) was satisfied in cash and US$8.5m (£6.5m) was satisfied by the issue of 5,028,738 new ordinary shares in DWF (the "Consideration Shares").
Going forward, Mindcrest will operate as DWF Mindcrest, offering managed services and integrated legal solutions to clients globally.
An additional cash consideration of US$7.6m (£5.9m) is deferred and phased over a period of 6 months meaning a total of US$18.5m (£14.2m) is payable to the Mindcrest sellers.
Application has been made for the Consideration Shares to be admitted to listing on the premium segment of the Official List and to trading on the Main Market of the London Stock Exchange at 8.00 a.m. on 2 March 2020.
Following the issue of the Consideration Shares, the Company's issued share capital consists of 324,554,665 ordinary shares with voting rights. There are no ordinary shares held in treasury. This figure may be used by shareholders (and others with notification obligations) as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, DWF under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
DWF Group plc
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DWF is a global legal business providing Complex, Managed and Connected Services, operating from 33 key locations with approximately 4,300 people. The Company became the first Main Market Premium Listed legal business on the London Stock Exchange in March 2019. DWF recorded revenue of £272.4 million in the year ended 30 April 2019. For more information visit: www.dwf.law
Mindcrest Inc. is a leading legal services company that specializes in Contracts Management, Compliance, Legal Analytics, and Litigation & Investigations. Mindcrest offers innovative technology-driven results to many of the world's largest organizations. By combining legal expertise with strong project management, Mindcrest delivers high-quality, cost-effective solutions to clients across multiple industries. Mindcrest has delivery centers in Chicago, New York, London and Pune, India.
This announcement contains certain forward-looking statements with respect to RCD's and the Group's current targets, expectations and projections about future performance, anticipated events or trends and other matters that are not historical facts. These forward-looking statements, which sometimes use words such as "aim", "anticipate", "believe", "intend", "plan" "estimate", "expect" and words of similar meaning, include all matters that are not historical facts and reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. The Company does not assume any obligation to update or correct information contained in this announcement (whether as a result of new information, future events or otherwise), except as required by applicable law.
Certain figures included in this announcement, including financial information, have been subjected to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this announcement may not conform exactly with the total figure given.
All references to times in this announcement are to London time unless otherwise stated.