Guidance Software to Acquire CaseCentral

07 February 2012

With acquisition Guidance will extend market leadership with complete e-discovery solution

Guidance Software Inc., the World Leader in Digital Investigations™, today announced it has signed a definitive agreement to acquire privately-held CaseCentral, Inc., a leader in the electronic discovery (e-discovery) market for Cloud-based review and production software.

"The acquisition of CaseCentral will bring together industry leaders for both on-premise and Cloud-based e-discovery software. We will deliver the best of both worlds to customers by offering complete, integrated and innovative software in the e-discovery market," said Victor Limongelli, president and chief executive officer of Guidance Software. "The combined organization will be the largest pure-play e-discovery software company, with nearly 500 total employees, and thousands of users."

This acquisition will extend Guidance Software's market leadership by delivering a complete e-discovery platform addressing the e-discovery needs of corporations and government agencies. The combined product portfolio will deliver to customers increased efficiency and automation, as well as lower risk for e-discovery activities. The integrated solution will span from legal hold to identification, collection, preservation, processing, first pass review, and, now with CaseCentral's market leading software-as-a-service (SaaS) offering, best-in-class early case assessment (ECA), review and production capabilities.

The combined offering deploys software intelligently, with EnCase eDiscovery delivering the legal hold, identification, collection, preservation, and processing functions on-premise, at the customer site -- close to the sources of data and the data custodians -- and CaseCentral delivering the ECA, review and production functions as SaaS in the Cloud, so that geographically dispersed inside and outside counsel can efficiently review collected documents without needing any special equipment or software other than a web browser and internet connectivity.

Guidance believes the integration of EnCase eDiscovery with CaseCentral will quickly provide additional value to customers, scaling from support for single-case requirements to multi-case, multi-party requirements. Further, the unique EnCase eDiscovery Collected Data Reuse capabilities, coupled with the unique CaseCentral centralized, multi-matter legal repository should provide immediate benefit to customers by automating searches, reducing over-collection of ESI, lowering spoliation risk, re-using attorney work product where appropriate, and avoiding inadvertent production of confidential or privileged client data. See http://www.encase.com/only-with-encase.htm for more information on Collected Data Reuse and http://www.casecentral.com/enterprise.php for more information on multi-matter capabilities. These capabilities, among others, help customers to standardize e-discovery processes and drive down the risk, time and cost of e-discovery.

"CaseCentral has pioneered many significant e-discovery industry developments, including the delivery of e-discovery software via the Cloud and a centralized legal repository with multi-matter, multi-party and re-use capability," said Chris Kruse, founder, president and chief executive officer of CaseCentral. "We are excited about joining forces with Guidance Software, as we will be well positioned to capitalize on the market's tremendous potential and define the next generation of e-discovery solutions, benefitting both Guidance and CaseCentral customers, partners and employees."

Under the terms of the agreement, Guidance Software will acquire CaseCentral for upfront consideration of approximately $17.1 million, consisting of approximately $8.3 million in cash, $8.3 million in Guidance Software common stock, and the assumption of $0.5 million of debt, net of cash. Depending on CaseCentral's SaaS revenue growth, Guidance Software may pay up to an additional $33 million in cash over the next three years. The transaction is subject to customary closing conditions and is expected to close during the first quarter of 2012. Guidance Software expects the transaction to add approximately $10 million in SaaS revenue in 2012, and to be slightly dilutive to slightly accretive to 2012 non-GAAP EPS and accretive to 2013 non-GAAP EPS.

Atlas Technology Group acted as financial advisor to Guidance Software in this transaction.