Wolters Kluwer to divest its U.S. legal education business

 Wolters Kluwer to divest its U.S. legal education business

September 27, 2021 – Wolters Kluwer Legal & Regulatory U.S. announces that it has signed a binding agreement to sell its U.S. legal education business to Transom Capital Group for $88 million in cash. Wolters Kluwer intends to deploy the post-tax proceeds towards additional share repurchases to mitigate the adjusted EPS dilution related to the disposal.

The divestment will allow Wolters Kluwer Legal & Regulatory U.S. to further advance its focus on supporting legal professionals with the domain expertise and state-of-the-art solutions that they need.

The U.S. legal education business, which mainly produces textbooks and innovative digital educational solutions for law students, recorded revenues of $33 million in 2020 and is profitable. The iconic red and black books have become synonymous with top-quality content. The business has about 50 full-time employees.

"After careful consideration, we are delighted to have found a new owner for the legal education business who recognizes the value of our highly regarded content and solutions and who is committed to further growing the business,” said Dean Sonderegger, Senior Vice President and General Manager, Wolters Kluwer Legal & Regulatory U.S. "We are confident that Transom Capital Group will continue to serve authors, faculty, students and others in the legal education community with excellence.”

James Oh, Managing Partner of Transom Capital Group said, "We look forward to serving the legal education community as we further invest and grow the business. One of Transom’s core strategies has been investing in market-leading brands. We look forward to continuing the success the business has accomplished and investing in various growth avenues available to the business. We respect and admire the team that will now become part the Transom family.”

Completion of the disposal is subject to customary closing conditions and is expected to take several months. The divestment is expected to result in a one-time (non-benchmark) capital gain. Upon completion, Wolters Kluwer intends to deploy the post-tax proceeds of approximately €60 million towards additional share repurchases in order to mitigate the expected dilution to adjusted earnings per share from the sale.

About Wolters Kluwer
Wolters Kluwer (WKL) is a global leader in professional information, software solutions, and services for the healthcare; tax and accounting; governance, risk and compliance; and legal and 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.

Wolters Kluwer reported 2020 annual revenues of €4.6 billion. The group serves customers in over 180 countries, maintains operations in over 40 countries, and employs approximately 19,200 people worldwide. The company is headquartered in Alphen aan den Rijn, the Netherlands.

Wolters Kluwer shares are listed on Euronext Amsterdam (WKL) and are included in the AEX and Euronext 100 indices. Wolters Kluwer has a sponsored Level 1 American Depositary Receipt (ADR) program. The ADRs are traded on the over-the-counter market in the U.S. (WTKWY).

For more information, visit www.wolterskluwer.com, follow us on Twitter, Facebook, LinkedIn, and YouTube.

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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.

This press release contains information which is to be made publicly available under Regulation (EU) 596/2014.

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• 2021.09.27 Wolters Kluwer to divest its U.S. legal education business