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IPH LIMITED M&A Activity 2020

Jun 9, 2020

65137_rns_2020-06-09_c0128800-2c3f-4489-a1c6-70e1e6e30983.pdf

M&A Activity

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ASX Announcement

10 June 2020

AJ Park to acquire the business of Baldwins Intellectual Property

IPH Limited ( IPH ) is pleased to announce that AJ Park has reached an agreement to acquire the New Zealand intellectual property firm Baldwins Intellectual Property ( Baldwins ).

The transaction will be effected by IPH’s subsidiary, AJ Park IP, acquiring the patent attorney business of Baldwins and the benefit of Baldwins’ legal business through the acquisition of that legal business by AJ Park IP’s allied law firm, AJ Park Law.

The transaction is subject to a number of conditions including clearance of the proposed acquisition by the New Zealand Commerce Commission.

Established in 1896, Baldwins is a well-known New Zealand IP firm, with 4 partners and other high quality IP professional staff working from Auckland and Wellington offices. Clients include large multi-national corporations, universities, government agencies, start-ups and individual inventors.

The total purchase consideration for the acquisition is approximately NZ$7.9m (approximately AU$7.4m) including deferred consideration of NZ$0.4m (approximately AU$0.4m).

Commenting on the acquisition AJ Park’s Managing Director, Dr Andrea Dickens said “Baldwins is a highly regarded firm in the New Zealand market and we believe this acquisition will give our merged businesses greater depth and provide our clients with access to a complementary team of experienced IP professionals. We look forward to welcoming the Baldwins partners and staff to AJ Park”.

Key features of the acquisition are:

  • Completion of the acquisition is subject to a number of conditions including obtaining clearance from the New Zealand Commerce Commission. Timeframes for clearance applications can vary however, subject to approvals, completion is expected by the first quarter of FY2021.

  • Total purchase consideration of NZ$7.9m including deferred consideration of NZ$0.4m.

  • Initial purchase consideration is to be settled approximately 65% in cash and approximately 35% in new IPH shares. Deferred consideration is to be settled in cash.

IPH Limited | Level 24, Tower 2, Darling Park, 201 Sussex St, Sydney NSW 2000 www.iphltd.com.au

ABN 49 169 015 838

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  • IPH shares to be issued at a 20 day VWAP up to and including the trading day prior to the day of completion. The IPH shares issued as part of the consideration with be escrowed for 2 years.

  • Cash consideration will be funded through cash and/or existing debt facilities.

  • Baldwins’ FY20 EBITDA after normalisation adjustments for partner salaries was approximately NZ$2m.

For more information, please contact: Martin Cole Managing Director Capital Markets Communications Tel: +61 403 332 977

Authorised for release to ASX by:

The Board of Directors of IPH

About IPH Limited

IPH Limited (“IPH”, ASX:IPH), the holding company of AJ Park, Griffith Hack, Pizzeys, Practice Insight, Shelston IP and Spruson & Ferguson, is the leading intellectual property (“IP”) services group in the Asia-Pacific region offering a wide range of IP services and products. These services are provided across Australia, New Zealand, Papua New Guinea, the Pacific Islands and Asia from offices in Sydney, Brisbane, Melbourne, Canberra, Perth, Auckland, Wellington, Singapore, Kuala Lumpur, Jakarta, Beijing, Hong Kong and Bangkok. The group comprises a multidisciplinary team of approximately 1000 people, including some of the most highly regarded IP professionals in the Asia-Pacific region. The team services a diverse client base of Fortune Global 500 companies and other multinationals, public sector research organisations, foreign associates and local clients. IPH was the first IP services group to list on the Australian Securities Exchange.

IPH Limited | ABN 49 169 015 838

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