LONDON: DWF Group has reached a definitive agreement to acquire Mindcrest Inc., a leading legal and managed services business for US$18.5 million (£14.2m) in cash and shares, with the transaction expected to complete in the next 4-6 weeks.
Initial consideration consisting of US$2.4 million (£1.8m) in cash and US$8.5 million (£6.5m) in shares will be paid at completion, with additional cash consideration of US$7.6 million (£5.9m) deferred and phased over a period of 6 months.
DWF is a global legal business providing Complex, Managed and Connected Services, operating from 31 key locations with approximately 3,900 people. The Company became the first Main Market Premium Listed legal business on the London Stock Exchange in March 2019.
Mindcrest specialises in services including litigation support, contracts, compliance and legal analytics for large international corporate clients. Headquartered in Chicago, Mindcrest employs over 360 people, the majority of whom are located in Pune, India, where it has successfully operated for over 15 years, along with a small presence in New York and London.
The acquisition is consistent with DWF’s objective of developing its Managed Services business across a global platform, and will play an important part in accelerating the growth of the platform while providing access to Mindcrest’s high quality people and in house training capability.
By expanding the Managed Services offering, the acquisition will allow DWF to better support its clients and win business in complementary areas where it has not previously had capability, including document review and legal process outsourcing.
Mindcrest’s office in Pune provides a Managed Services offering in an established and low-cost legal services and outsourcing location, giving DWF access to a deep pool of experienced legal talent in a timely and efficient manner, without the operational uncertainties of building the offering organically.
Mindcrest’s business model is focused on assembling the right talent in the right locations at the right price. Their services are delivered through a unique methodology combining project management, process, workforce management, technology, analytics, reporting and metrics on every project.
Mindcrest’s operations are supported by a high quality people proposition delivered through ‘Mindcrest University’ which underpins their service and helps ensure recruitment, retention and development of its people in addition to being able to rapidly initiate and deploy new contracts and types of work.
The acquisition will accelerate the potential for DWF to provide high quality, volume work from an efficient cost base which is expected to drive incremental returns. DWF estimates that the transaction will therefore allow it to deliver around £2.9m in annual recurring cost savings by FY22.
Following the completion of the Acquisition, DWF will have offices in 33 key locations with approximately 4,200 people.
Andrew Leaitherland, Group CEO at DWF, said: “I am delighted to have completed another important acquisition for DWF and to welcome Mindcrest to our Group. Mindcrest is an excellent fit for our business, allowing us to rapidly expand our Managed Services offering in both existing and new areas, accelerating growth in this key offering that remains central to our strategy.
“Managed Services continues to be a real differentiator for DWF, and Mindcrest will provide the resources to better support our clients globally by meeting their requirements where and when they need them.
“Following the recent RCD acquisition, the Mindcrest deal further highlights our M&A strategy and the attractiveness of our business model, as we continue to deliver on our IPO promises and grow our international offering in targeted locations and disciplines that complement our existing business, while attracting and retaining the best talent.”
Ganesh Natarajan, CEO at Mindcrest, said: “We are excited to become part of the DWF family. As one of the oldest legal services companies, Mindcrest has established a reputation for high quality and exceptional client service. This will be enhanced with DWF Mindcrest, bringing the right talent, technology, and processes coupled with strong project management to develop innovative integrated solutions for our clients across the globe. Our shared vision, values and culture makes DWF Mindcrest a winning combination.”
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