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Davis Polk & Wardwell LLP

05/17/2021 | News release | Distributed by Public on 05/17/2021 18:34

NCC Group $220 million acquisition of IPM and £72.6 million placing of new shares We are advising the sponsor on the acquisition and the joint bookrunners on the placing

Davis Polk is advising Peel Hunt LLP as sponsor and joint bookrunner and Jefferies International Limited as joint bookrunner to NCC Group on its proposed $220 million acquisition of the Intellectual Property Management business of Iron Mountain and on the related £72.6 million placing of new ordinary shares.

Completion of the acquisition, a Class 1 transaction for the purposes of the U.K. Listing Rules, is conditional upon the approval of shareholders of NCC Group and is expected to occur on June 1, 2021. The acquisition is being funded through a combination of NCC Group's existing cash balances, an existing revolving credit facility and a new term facility, and a placing of 27.9 million new ordinary shares at 260 pence per share, raising gross proceeds of £72.6 million. The new ordinary shares have been admitted to listing on the premium segment of the Official List and to trading on the London Stock Exchange and represented approximately 9% of the company's enlarged issued share capital on admission.

NNC Group are global experts in cyber security and risk mitigation, with over 14,000 customers worldwide. NCC Group is listed on the London Stock Exchange and is a constituent member of the FTSE 250 index. Iron Mountain is a global leader in innovative storage and information management services, storing and protecting billions of valued assets, including critical business information, highly sensitive data and cultural and historical artifacts. Iron Mountain's shares are traded on the New York Stock Exchange. Iron Mountain's Intellectual Property Management business is a leading provider of software resilience services to a large and diverse market in the United States, serving in excess of 6,000 customers, across the full life-cycle of escrow and verification services as well as across a range of industries.

The Davis Polk corporate team includes partner Will Pearce and associates Charlie Burrell and Sophie Bessisso. Counsel Connie I. Milonakis is providing U.S. securities law advice. Counsel Dominic Foulkes is providing tax advice. All members of the Davis Polk team are based in the London office.