Transactions

Marks Baughan Advises Leading Regulatory Compliance eLearning and Software Provider, VinciWorks, on its Sale to Marlowe plc

The acquisition creates a global market leader in governance, risk and compliance software

Marlowe plc (“Marlowe” or the “Group”), the UK leader in business-critical services and software which assure safety and regulatory compliance, announces that it has acquired Vinci Legal Ltd (“VinciWorks”), the UK’s leading regulatory compliance eLearning and software solution. The total acquisition consideration consists of approximately £55 million.

Headquartered in the UK, VinciWorks provides compliance eLearning software as a service (SaaS) and compliance management software to clients across a broad range of sectors. It has a strong market share in the legal, professional services and larger corporate sectors. VinciWorks further expands Marlowe’s SaaS subscription revenue and offers cross-selling opportunities with the Group’s Governance, Risk and Compliance division’s existing eLearning and compliance software business lines.

VinciWorks’ subscription-based eLearning courses enable clients to implement compliance and ESG training across areas such as GDPR, anti-bribery, anti-money laundering, cyber-security, tax evasion, modern slavery, code of conduct and health & safety. Its Omnitrack software is a fully integrated SaaS compliance and risk management product which enables clients to collect, analyse and report data across a broad range of enterprise-wide compliance issues.

Founded in 2003, VinciWorks has 31 employees and operations in both the UK and Israel. With more than 95% of its revenue being generated from SaaS subscriptions, VinciWorks serves c.530 clients, including 60 of the UK’s top-100 law firms and its platform is used by its clients across their locations in 30 different countries.

On a run-rate basis, the business generates £5.5 million of revenue and an adjusted EBITDA of £3.2 million, representing a 58% adjusted EBITDA margin.

Alex Dacre, Chief Executive of Marlowe plc, said: “The acquisition of VinciWorks is a major development in Marlowe’s strategy to become the market leader in governance, risk and compliance software and cements our position as the UK’s leading GRC compliance eLearning business. The acquisition is highly complementary to our existing portfolio of compliance software products and will enable us to offer clients a complete regulatory solution which enhances their visibility and understanding of evolving standards and regulations, enabling them to better manage their corporate & ESG, employee and workplace risks.”

Howard Finger, Founder and Executive Chairman of VinciWorks, said: “This is a great deal for Marlowe and VinciWorks. Marlowe’s strategic acquisition gives VinciWorks the resources and network to leverage its potential and deliver on its mission to reinvent the impact of compliance tools and training. Cross-selling to Marlowe’s 40,000 compliance customers is just the start whilst creating a safer, fairer more honest world is the ultimate goal.“

Josh Goodhardt, Chief Executive of VinciWorks added: “Joining Marlowe was a natural next step for VinciWorks. Marlowe’s expertise and resources will help us accelerate our vision for a one-stop governance, risk and compliance platform. Marks Baughan were instrumental in preparing our business for this acquisition and in sourcing the perfect partners in Marlowe. Their experience, expertise, patience and guidance were invaluable throughout the process.”

Marks Baughan Securities served as exclusive financial advisor to VinciWorks.


For more information on this transaction, please contact:

John Jacobs
+44 207.927.7464
jjacobs@marbau.com

Tom Pigozzi
+44 207.927.7464
tpigozzi@marbau.com


About Marks Baughan Securities
Marks Baughan provides investment banking services to growth companies. Our clients are software, technology-enabled services and data-intensive companies seeking shareholder liquidity or growth capital. We work tirelessly alongside our clients and excel at defensible positioning and disciplined processes that maximize shareholder value. Our professionals come from senior positions at bulge-bracket firms, giving our clients access to the relationships and experience that come from our years of interaction with the top executives and investors in companies in our fields. Our clients receive top-flight advice throughout any advisory relationship, because our boutique approach allows our senior advisors to stay deeply involved with each client on a continuous basis. No handoffs to junior staff. No preferential client relationships. No conflicts of interest.

For additional information on Marks Baughan, see www.marksbaughan.com.

About VinciWorks
VinciWorks is a leading provider of online compliance training and risk management software. With over 300,000 users across the globe, VinciWorks has established itself as the definitive authority in online compliance.

VinciWorks is on a mission to reinvent the impact that compliance tools and training can make. VinciWorks refuses to just tick the box, we strive to solve real compliance issues in real time. Compliance exercises experienced by most employees today are considered boring, old-fashioned and irrelevant. We are on a mission to change the status quo – that compliance is a tick-box exercise that is regarded with zero importance or relevance.

Behind VinciWorks’ products lie deep compliance and regulatory knowledge along with core strengths in instructional design, online heuristics, intuitive user experience design, enterprise-strength database programming and obsessive attention to customer service.

To learn more visit: www.vinciworks.com

About Marlowe plc
Marlowe is a UK leader in business-critical services and software which assure safety and regulatory compliance. The company was formed to create sustainable shareholder value through the acquisition and development of businesses that provide regulated safety and compliance services and software. It is focused on compliance software, eLearning, health & safety, employment law & HR compliance, fire safety & security, water & air hygiene and occupational health services – all of which are vital to the wellbeing of its customers operations and are invariably governed by regulation. Marlowe currently provides software to over 1 million users and services to over 25% of Britain’s commercial premises. The Group provides customers with a single outsourced, nationwide, provider of a range of regulated compliance and safety solutions. Our customers can be found in office complexes, high streets & leisure facilities, manufacturing plants and industrial estates, and include thousands of SMEs, local authorities, facilities management providers, multi-site NHS trusts and FTSE 100 companies.

For additional information on Marlowe, see www.marloweplc.com