Gordon Dadds Group has completed the acquisition of law firm Ince & Co, with the final deal a less expansive and slightly cheaper version of what was initially slated.
The revised terms came after Gordon Dadds failed to come to arrangements with members of Ince's network of international affiliates.
The London-based group announced on 29 October 2018 it would acquire the equity partners’ interests in Ince & Co and Ince & Co International in a deal that was scheduled to be completed by 31 December.
Gordon Dadds had originally hoped to achieve aggregated revenues of more than £110m, with 100 partners and offices in nine countries under the terms of the original deal.
But the rejigged transaction will give Gordon Dadds presence in only the UK and mainland China, which will likely make the aggregated revenue target difficult to reach.
Revised terms
Consequently, rather than acquiring all of Ince’s affiliated network entities globally, as had been intended, the terms of the transaction have been changed to include only the acquisition of Ince UK and its Shanghai and Beijing practices, which are branches of the London firm.
The total price has been cut to £27.3m ($34.6m), London-listed Gordon Dadds said today, which is a significant reduction on the price of £34.0m originally mooted.
The fee is payable in cash over four years, as well as a grant of options in new shares.
Gordon Dadds said its due diligence concluded it would not be possible to agree arrangements with Ince & Co International’s affiliated entities and gain regulatory approval by the December deadline.
The independent network firms operate in Germany, Greece, Dubai, Singapore and Hong Kong.
The group said it would “continue to seek to develop deeper arrangements with the network of affiliates which would be regulatorily appropriate”.
The previous network arrangements have been terminated and Gordon Dadds said it had entered into a new service agreement with member firms in the network to provide common services.
Because of the revised terms of the deal, the acquisition is no longer classified as a reverse takeover, according to the rules of London’s AIM bourse, where Gordon Dadds is listed.
In the meantime, Ince’s mainland China and UK practices will be merged with Gordon Dadds’ UK legal services business. The new entity, Ince Gordon Dadds, will be based at the law firm’s existing offices in Aldgate Tower, London.
Nevertheless, Adrian Biles, CEO of Gordon Dadds Group, reiterated today that the acquisition will boost the group’s revenue.
“It increases our capacity hugely and we expect it to boost revenue significantly in the coming years,” he stated in a release.
“We will foster the close working relationships under the Ince Gordon Dadds International Network, ensuring that the enlarged business and the affiliate network will offer our clients breadth of service both by practice area and by geography.”
Ince’s 24 equity partners have committed to Ince Gordon Dadds for a period of 18 months. The law firm has seen a number of high-profile personnel jump ship since the acquisition was announced in October.