Russell Jones & Walker (RJW) is to be acquired by Australian listed firm Slater & Gordon.

Neil Kinsella
RJW chief executive Neil Kinsella said the deal would give the firm a capital injection to lead the consolidation of the consumer services legal market.
“The task for independent law firms is to make sure we dominate the market and that means capital,” Kinsella told The Lawyer. “This deal means we don’t have to go through the steps of raising capital and we also get the benefit of five years of experience from Slater & Gordon.”
An announcement was made to the Australian Stock Exchange this morning, with Slater & Gordon valuing the firm at £53.8m - or Aus$80m. RJW is believed to have a turnover of approximately £42.5m, although it has historically kept quiet about its financials.
Slater & Gordon said it would pay a cash consideration of £36.4m for the firm, of which £8.8m will be deferred subject to performance targets and £10.3m used to repay outstanding bank debts. In addition, it will issue £17.4m Slater & Gordon shares, subject to restraints on sale for four years.
RJW’s senior management, who will receive shares in Slater & Gordon, will be locked into the firm for three years. Share options will also be made available to the firm’s non-legal staff.
In the stock exchange announcement, Slater & Gordon said the deal, which also comprises the acquisition of RJW subsidiary Claims Direct, is predicated on the RJW business generating revenues of £53m in the 2013 financial year, with earnings before tax depreciation and amortisation (EBITDA) of £10.9m.
Slater & Gordon managing director Andrew Greech said the firm had received several approaches from UK firms looking to take advantage of the Legal Services Act, but RJW was the only firm to have the right “cultural fit”.
He said: “We’ve been tracking the UK market for three years. We met the Legal Services Board when they were first appointed, they wanted to meet a living example of an ABS [alternative business structure].
“We’ve looked under the hoods of 30-plus firms and claims management companies. It’s given us an insight into the many models. The compelling thing about RJW is the quality of people involved. Our growth in Australia is ongoing, we need to have people in the UK who are up to the task.”
He continued: “When I first met with Neil 12 months ago we had the same vision, we didn’t want insurers to own our firm, no third-party investment companies. We want to control our relationships between our forms and have a clarity of vision.”
Slater & Gordon operates on a corporatised model, which RJW is expected to adopt, although the firm will continue to trade under the RJW brand.
Greech commented: “The partnership model is dead, everyone is looking for something to replace it with. We’re on a more corporatised model. The thing is to be transparent.
“We say to our workforce ’these are what your opportunities for ownership are’. Those who contribute to the business get rewarded for that.”
The aim is to become the UK’s leading full-service law firm offering personal legal services. Kinsella said the emphasis would be on building the firm’s brand in the consumer market through organic growth.
On the firm’s expansion plans Kinsella said: “It’ll be very much about organic growth and judicious acquisitions as well as laterals where its appropriate.”
It is the boldest move yet to come from firms looking to take advantage of the Legal Services Act. Last week, AIM-listed company Quindell Portfolio announced its intention to acquire Liverpool-based firm Silverbeck Rymer (24 January 2011).
RJW was advised by Macfarlanes partner John Dodsworth while Slater & Gordon was advised by LG corporate head Christopher Tite and partner David Ponsford (30 January 2011).
Readers' comments (15)
BillyBass | 30-Jan-2012 9:44 am
That's a long way to go for investment. What happens when the Oz bubble bursts?
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Anonymous | 30-Jan-2012 9:46 am
What does this mean for bonuses? Will partner be paid bonuses in shares?
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Warren Buffett Jnr | 30-Jan-2012 10:28 am
First, thank God it's finally started. After waiting years for ABSs to kick-off, we're finally here at last.
Second, I'm sure there will be plenty of trolls commenting on this (probably ones who are a little nervous and a little jealous too), but the deal is a real starting gun for everyone else in this segment of the market. This is historic stuff.
This will certainly have a huge impact over the next five years on a whole roster of UK law firms that earned a big crust from PI/Clin Neg - i.e. just about every firm below the top 30. This may not be a Big Bang moment for the top City firms, but for everyone else it certainly is.
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Anonymous | 30-Jan-2012 10:37 am
UK, USA and Eurozone are bust so the investment had to come from Asia. This is the best cultural fit for both parties. This will give RJW the capital to overtake Thompsons and Irwins within 10 years.
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Anonymous | 30-Jan-2012 11:09 am
It was only a matter of time before Slater & Gordon moved into the UK market after the LSA was enacted.
Is this really a game changer or is it too soon to tell? What's the rush to convert, people keep saying there is lots of money to be invested in firms- why the need to be first?
Saying that, this has to be an excellent deal for RJW - getting to pay off bank debt and be given a load of money to spend on hires - it must feel like Christmas and birthdays all rolled into one.
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Anonymous | 30-Jan-2012 11:27 am
This firm will gobble up the PI / No-Win - No Fee market like Pacman and pills.
Competitors had better look out as Slaters are well accustomed to chasing ambulances .... and they move a little slower over here!
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Anonymous | 30-Jan-2012 1:00 pm
This Is Massive. Not in terms of financials but precedent-setting. Consolidation of the legal market is now set to go into overdrive.
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Confused.com | 30-Jan-2012 5:30 pm
As if consolidation wasn't already in overdrive...
The profession has to shrink and these are the kind of deals we can expect. it will be interesting now to see whether RJW is left to its own devices or if its management will be concerned about poor profit margins and will want to step in. It would be interesting to see whether a firm can do this with just a single department, ie, in RJW's case Claims Direct. Are we about to see claims management companies on the stock exchange, and what does this mean?
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Bill Lotts | 30-Jan-2012 5:41 pm
Can someone tell us what the regulatory angle is here? What protection is there for the client in the street?
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Katy Dowell | 30-Jan-2012 5:43 pm
More to the point, can anyone say what type of regulatory loopholes these firms have to jump through to get SRA approval? Is the SRA equipped to even be regulating listed companies?
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