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Wolters Kluwer divestiture to proceed following Spanish regulatory clearance

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Wolters Kluwer has received Spanish Antitrust Authority clearance for the Karnov Group to acquire its legal information assets in Spain. This divestiture is part of a transaction announced on December 9, 2021 and is set to close on November 30, 2022. The assets generated €85 million in revenues, contributing 10% to the Legal & Regulatory division. Wolters Kluwer will receive €120 million and plans to utilize the proceeds for share repurchases in 2023 to offset earnings dilution from this divestment.

Positive
  • Spanish regulatory approval for the divestiture allows for the transaction to proceed.
  • Wolters Kluwer will receive €120 million, which enhances its cash position.
  • The divested assets were profitable, generating €85 million in revenues in 2021.
Negative
  • The divestiture reduces future revenue streams from the divested legal information assets.

Wolters Kluwer divestiture to proceed following Spanish regulatory clearance

November 3, 2022 – Wolters Kluwer Legal & Regulatory announces today that the Spanish Antitrust Authority has given Karnov Group clearance to acquire the legal information assets of Wolters Kluwer and Thomson Reuters in Spain.

Therefore, the transaction announced on December 9, 2021, whereby Wolters Kluwer will divest its legal information units in France and Spain to Karnov can proceed. The transaction is expected to close on November 30, 2022.

The assets to be sold by Wolters Kluwer generated revenues of €85 million in 2021 (10% of Legal & Regulatory division revenues) and were profitable. Wolters Kluwer will receive a consideration of €120 million and intends to use the net proceeds for share repurchases in 2023 in order to mitigate the earnings dilution caused by the divestment. Wolters Kluwer expects to record a non-taxable gain on completion.

About Wolters Kluwer
Wolters Kluwer (Euronext: WKL) is a global leader in professional information, software solutions, and services for the healthcare; tax and accounting; governance, risk and compliance; and legal and regulatory sectors. We help our customers make critical decisions every day by providing expert solutions that combine deep domain knowledge with specialized technology and services.

Wolters Kluwer reported 2021 annual revenues of €4.8 billion. The group serves customers in over 180 countries, maintains operations in over 40 countries, and employs approximately 20,000 people worldwide. The company is headquartered in Alphen aan den Rijn, the Netherlands.

Wolters Kluwer shares are listed on Euronext Amsterdam (WKL) and are included in the AEX and Euronext 100 indices. Wolters Kluwer has a sponsored Level 1 American Depositary Receipt (ADR) program. The ADRs are traded on the over-the-counter market in the U.S. (WTKWY).

For more information, visit www.wolterskluwer.com, follow us on Twitter, Facebook, LinkedIn, and YouTube.

MediaInvestors/Analysts
Gerbert van Genderen StortMeg Geldens
Corporate CommunicationsInvestor Relations
t + 31 172 641 230t + 31 172 641 407
press@wolterskluwer.comir@wolterskluwer.com

Forward-looking Statements and Other Important Legal Information
This report contains forward-looking statements. These statements may be identified by words such as “expect”, “should”, “could”, “shall” and similar expressions. Wolters Kluwer cautions that such forward-looking statements are qualified by certain risks and uncertainties that could cause actual results and events to differ materially from what is contemplated by the forward-looking statements. Factors which could cause actual results to differ from these forward-looking statements may include, without limitation, general economic conditions; conditions in the markets in which Wolters Kluwer is engaged; behavior of customers, suppliers, and competitors; technological developments; the implementation and execution of new ICT systems or outsourcing; and legal, tax, and regulatory rules affecting Wolters Kluwer’s businesses, as well as risks related to mergers, acquisitions, and divestments. In addition, financial risks such as currency movements, interest rate fluctuations, liquidity, and credit risks could influence future results. The foregoing list of factors should not be construed as exhaustive. Wolters Kluwer disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

This press release contains information which is to be made publicly available under Regulation (EU) 596/2014.

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FAQ

What is the significance of the Spanish regulatory approval for WTKWY?

The approval allows Wolters Kluwer to proceed with the divestiture of its legal information assets to Karnov Group, enhancing its cash flow.

When is the transaction closing for Wolters Kluwer's divestiture?

The transaction is expected to close on November 30, 2022.

How much revenue did the divested assets generate for WTKWY?

The divested assets generated €85 million in 2021, accounting for 10% of the Legal & Regulatory division's revenues.

What does Wolters Kluwer plan to do with the proceeds from the divestiture?

Wolters Kluwer intends to use the net proceeds for share repurchases in 2023 to mitigate earnings dilution.

What is the expected financial impact of the divestiture on WTKWY?

Wolters Kluwer expects to record a non-taxable gain on completion of the transaction.

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