Carlyle’s (CG) LDiscovery to Acquire Kroll Ontrack in $410M Deal

LDiscovery, LLC, announced a definitive purchase agreement under which LDiscovery will acquire Kroll Ontrack in an all-cash transaction valued at approximately $410 million.

Press Release from October 21, 2016

LDiscovery, LLC, a technology-enabled eDiscovery services provider, and Corporate Risk Holdings, LLC, a global leader in diversified risk and information services and parent company of Kroll Ontrack, announced a definitive purchase agreement under which LDiscovery will acquire Kroll Ontrack in an all-cash transaction valued at approximately $410 million. LDiscovery is a portfolio company of The Carlyle Group (Nasdaq: CG) and Revolution Growth.

Serving 12,000 clients worldwide, including some of the world’s largest financial institutions, Fortune 1000 companies and Am Law 100 firms, the combined organization will have offices in 19 countries with approximately 1,300 employees worldwide.

“By offering best-in-class eDiscovery and data recovery solutions across many market segments, Kroll Ontrack has built an impressive platform, loyal client base and a strong leadership position,” said Chris Weiler, Chief Executive Officer of LDiscovery. “We are delighted to welcome Kroll Ontrack employees to the LDiscovery family and look forward to leveraging our combined expertise to offer clients innovative eDiscovery solutions and superior client service. With this combination, LDiscovery customers will have access to Kroll Ontrack’s global footprint, proprietary review platform and the world’s best data recovery services, while Kroll Ontrack customers will leverage LDiscovery’s proprietary suite of eDiscovery technology, including our remote collection tool, ESI processing platform, eDirect365™, and our award-winning Relativity integrations, as well as the eDiscovery industry’s most advanced and robust hosting infrastructure. There truly is a lot for our combined employee and client base to be excited about today,” said Weiler, who will become Chief Executive Officer of the combined organization.

“Today’s announcement represents another milestone in the ongoing transformation of Corporate Risk Holdings,” commented David R. Fontaine, Corporate Risk Holdings’ Chief Executive Officer. “Partnering with LDiscovery will enable Mark Williams, Kroll Ontrack’s Chief Executive Officer, and his entire team to continue to advance and grow the business, delivering the same unwavering commitment to quality and exemplary client-service that clients deserve and have come to expect. Our Kroll business will continue to work closely with Kroll Ontrack to meet current and future client needs, drawing upon each organization’s core strengths and capabilities.”

“This is a new and exciting chapter for Kroll Ontrack, its employees, and, most importantly, our clients,” said Mark Williams, who will become President and Chief Operating Officer of the combined company. “Our united company will be the global leader in white-glove client-service, and will blend the industry’s best and brightest people, backed by unparalleled proprietary software, to deliver a seamless eDiscovery and data recovery experience for our combined global client base. We are thrilled to be joining the LDiscovery team.”

The transaction, which is subject to customary closing conditions, is expected to close in the fourth quarter of 2016.

Latham & Watkins LLP is serving as legal advisor and RBC Capital Markets is serving as M&A advisor to LDiscovery, The Carlyle Group and Revolution Growth and has provided committed debt financing to LDiscovery in support of the transaction.

Houlihan Lokey Capital, Inc. is serving as the lead financial advisor on the transaction with Evercore LLC serving as an additional advisor to Corporate Risk Holdings. Simpson Thacher & Bartlett LLP is serving as legal advisor to Corporate Risk Holdings.

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