Thomson Snell & Passmore advised Business Seminars International Limited (BSI) on the sale of its business to Wolters Kluwer, the leading provider of information, research and software tools in the global tax and accounting arena.
Although the precise terms of the transaction are confidential, part of the purchase price is dependent on the future revenues derived from the business in relation to its existing products and also new products to be launched by the integrated business. This involved careful attention to the legal drafting of the documentation and ensuring that the seller’s position is adequately protected in various scenarios.
BSI was founded in 1992 with headquarters in Hastings, growing since then from strength to strength. It now provides a comprehensive portfolio of online news, analysis and expertise in more than 114 countries, enabling real-time updates based on new developments, and immediate answers to global queries from professionals. More than 60,000 users rely on BSI's network of web sites, monitoring the latest international tax developments and updates for timely, authoritative and specific international content in countries worldwide.
The legal team advising on the sale of the business
Nick Gabay, a Partner in the Corporate & Commercial Team, led on the transaction at Thomson Snell & Passmore. Wolters Kluwer were advised by Allen & Overy, led by Karolien Van Genechten.
Commenting on the transaction, Nick Gabay said,
“It was a pleasure to work with Michael and Ashley Bell at BSI, because they quickly understood the complex issues involved in the sale. They shouldered the burden of due diligence and disclosure with minimal input from me, which helped keep their legal costs down and kept the momentum going smoothly.”
For more information on Mergers and Acquisitions (M&A) please contact a member of the team.
Ashley Bell said, of working with Thomson Snell & Passmore:
“I was impressed with how quickly Nick identified the relevant issues and came up with practical solutions to them. He did not labour on legal arguments just for the sake of it, but he ensured that the terms of the transaction provided the maximum level of protection to us. This was particularly appreciated when we were dealing with such large global organisations like Wolters Kluwer and Allen & Overy.”