Larking Gowen also advised Tiger Eye, while WTA advised CTS.
Tiger Eye is highly regarded for its team’s knowledge and technical expertise in iManage and the managing and optimisation of its document management system. iManage is an application used by 78% of the UKs Top 200 law firms, allowing for the automation of routine cognitive tasks and streamlining of work. Through its specialisation in iManage, Tiger Eye is able to offer technical support, training, consultancy, development services and other solutions to its customers.
CTS specialises in the delivery of IT services that transform the user experience and operational success of law firms and barristers’ chambers. Its acquisition of Tiger Eye allows for a further expansion of its product portfolio with a view to offering integrated application and platform support for increasing productivity. The acquisition also bolsters the firm’s knowledge in the business and practice of law, with Tiger Eye’s staff bringing new specialist knowledge to better transform the user experience and operational success of CTS’s clients.
“Since we launched in 2005, collaboration and teamwork have been at the heart of Tiger Eye,” said Dave Wilson, Managing Director of Tiger Eye. “We’re confident that, in CTS, we have found a business that values our signature collaborative ethos, and one that is passionate about the long-term success of both our business and our clients.”
Lawyer Monthly had the pleasure to speak with Alex Saunders, Partner at Leathes Prior Solicitors to give us some further insight into this transaction:
What role did you and your team play during this acquisition?
We acted for the shareholders of Tiger Eye, Dave and Julie Wilson, on the legal sale process in its entirety, from agreeing commercial terms through to completion. This involved advising Dave and Julie on the initial heads of terms, assisting with collating replies to the buyer’s due diligence enquiries, negotiating the share purchase agreement and associated transaction documents and attending to completion.
Most importantly, the role of any lawyer on the sell-side is to ensure that the transaction is properly managed. In practice, this means taking a proactive approach so that things continue to move forwards as much as possible, communicating your position clearly with the other parties and identifying and addressing any key issues as early as possible.
Why were Leathes Prior particularly suited for advising Tiger Eye on its sale?
I, together with other members of the firm, have acted for Tiger Eye for a number of years and have developed a good, ongoing client relationship with Dave and Julie. We have seen the business grow significantly over that period and therefore have had a useful insight into the successes and some of the challenges which the business has faced. This meant that we had a good working knowledge of Tiger Eye’s compliance and its contractual relationships with its customers. As such, we were very well-placed to advise on the transaction.
I, together with other members of the firm, have acted for Tiger Eye for a number of years and have developed a good, ongoing client relationship with Dave and Julie.
Were any challenges encountered during the course of this merger? If so, how did your team overcome them?
As with any corporate deal, there are always challenges which arise during the course of the transaction process. However, we firmly believe that the best way to deal with these challenges is to work as collaboratively as possible with the buyer and its advisers to find a resolution that works for everyone.
When working on these transactions, it is important not to lose sight of the fact that, ultimately, all parties are working towards the same objective. We, as lawyers, are instructed to make the deal happen, not cause blockages or delays.
How did you work with the other firms involved to ensure the merger was carried out to all parties’ satisfaction?
We always aim to work collaboratively with other firms and be proactive in identifying and resolving any potential issues which could otherwise delay matters as early as possible. As with most transactions, we had a good working relationship with the other firms involved. This is always useful, particularly when you need to pick up the phone to chat through a potentially difficult or controversial point in the legal documents!
What factors are important to keep in mind when advising on acquisitions involving tech-focused firms?
There are a number of factors that need specific consideration when acting on the sale or purchase of a target company which has a technology focus. Perhaps obviously, one of the key issues is to ensure that the target company’s intellectual property (IP) has been properly protected. For many buyers, significant value will be attributed to the IP and therefore a buyer will need to be comfortable that the target company owns, or has the right to use, that IP. Likewise, where the target company operates a subscription model with its customers (as is often the case with technology companies), any buyer is likely to be interested in the terms on which those customers have subscribed.
What impact is this acquisition likely to have on legal services in the UK?
The acquisition will no doubt have a benefit to legal services in the UK moving forwards. For both parties, there are obvious strategic and operational benefits which come as a result of the acquisition. In the CTS group, Tiger Eye is now part of a larger organisation which will have increased bargaining power and access to another customer base and technologies. For CTS, the acquisition boosts their offering and brings in specialist knowledge and experience. We look forward to seeing the group as a whole go from strength to strength in the future.
