Wilmington PlcLSE: WIL

Wilmington announces the acquisition of Conversia

Aug 18, 2025 at 11:14 AM UTC · Issued by Wilmington Plc

Watch Wilmington explain itWILMINGTON PLC (WIL) — Interim Results · Replay · Feb 19, 2025

‌Wilmington plc Introducing Conversia

12th August 2025

Mark Milner

Chief Executive Officer

Guy Millward

Chief Financial Officer

‌Earnings Enhancing Acquisition of Conversia for €121.6m (£105.0m) Headlines

Expands Wilmington's international position in GRC to the new horizontal market of Data Privacy and enhances quality of
revenues and profits.
1.
Conversia is a RegTech software and training business, focussed on the Spanish Data Privacy sector.
2.
Conversia enables a target market of 3.2m SMEs, amounting to a €2.5bn total addressable market, to comply with a wide range of legally required regulations.
Conversia is the leader in its market and has been growing faster than peers.
Management are highly experienced, long-standing and successful, and are incentivised to remain for at least five years.
Year to 30 June 2025, Conversia revenues of €36.6m and €9.3m of EBITDA.
- Double-digit revenue growth rates in recent years and improving profit margins.
- Subscription-based revenue model; >70% of total revenues are recurring.
Consideration of €121.6m (£105.0m) in cash from existing cash resources and £70m of new debt.

1.RegTech, or Regulatory Technology, refers to the use of technology to help businesses efficiently comply with regulatory requirements and manage compliance-related risks

2 2.SME = Small and Medium-sized Enterprise, in this context with <50 FTEs

Conversia's areas of focus

‌Our service offering

Subscription Data Services

Training - CPD

Conversia adds significant scale to create new distinct RegTech service offering

Bespoke Intelligence

Events

Regulatory Intelligence Alerts

Training -Accreditation

RegTech1.solutions

3 1. RegTech, or Regulatory Technology, refers to the use of technology to help businesses efficiently comply with regulatory requirements and manage compliance-related risks

‌Conversia Practice Areas

Covers customer needs across a wide variety of regulations; Privacy and Data Protection Regulations is most significant.
Attractive core market; growth driven by enforcement intensity and government mandates.

Conversia Practice Areas

Privacy and Data Protection Regulations

Equality and Social Rights Regulations

Labour and Social Security Regulations

Financial and Anti-Money Laundering Regulations

Key regulations

GDPR 1.
LOPDGDD

(Implementation of the GDPR within Spanish legal framework)

Equal Pay Decree
LGBTI Plan Law
Effective Gender Equality Law

Workday Register
Occupational Risk Prevention Law
Whistleblower Law

Anti-Money Laundering Law
Antifraud Law

Applies to…

All SMEs; highest importance in personal data-intensive industries (healthcare, financial services)

All SMEs with 50+ FTE

All SMEs; highest importance for industries with hazardous or manual labour

SMEs active across financial services (accounting, banking, real estate, fintech, e-commerce)

1. LOPDGDD stands for Ley Orgánica de Protección de Datos Personales y garantía de los derechos digitales, which translates to Organic Law 3/2018 on the Protection of

4 Personal Data and Guarantee of Digital Rights. This law is Spain's national implementation of the European Union's General Data Protection Regulation (GDPR)

‌Conversia customer relevance

Product offering assists SMEs to meet legally required compliance, through technology-delivered provision of policies, documentation, and protocols, coupled with digitally delivered staff training

Importance of KPC

Description

Customer comments

Risk avoidance

SMEs want to be compliant with laws and regulations "SMEs primarily seek getting documentation, validation
Wary of enforcement; SMEs want to mitigate concerns they are compliant, support during inspections - risk

over potential fines mitigation is the primary driver for the service adoption"

Affordable Solution

SMEs consider spend on compliance a financial burden "Smaller SMEs will avoid… the risk"
They value a budget friendly solution that allows ongoing "Most companies don't see this as an investment, but as an

compliance, guaranteeing compliance and support in case expense. They just want to avoid fines."

of an inspection

Reputable Provider

Larger business partners sometimes require proof of "We need a reputable service provider as we deal with our
GDPR compliance and inquire about processes and clients' data, and they ask about it."
providers
Having a reputable vendor helps SMEs showcase "I am on the safe side… I can show I hired the #1 and best diligence in data processing and helps them have robust company, and did exactly what they've told me" compliance policies

Hassle-free service

SMEs want providers that minimise their workload "I just do what they tell us to, on data protection and other
(instructions, minimal paperwork) and support on regulations."
potential regulation updates
They also value having access to support in case of "Dedicated, attentive and complete service in…….GDPR."

changes to the business or potential inspections

Key Purchasing Criteria (KPC) for Compliance

5 Source: Desk Research

‌Conversia - key characteristics

Conversia meets all the Wilmington characteristics

GRC focussed

Attractive markets

Differentiated offering

Strong product and revenue models

Strong leadership

Advanced Digital & Data capabilities

Conversia provides RegTech software solutions which help small and medium-sized enterprises (SMEs) and homeowner associations in Spain comply with a wide range of regulations, with Data Privacy at the core of the proposition.

Conversia also offers complementary training solutions with all course materials developed internally.

Substantial addressable market with over 3.2 million SMEs with fewer than 50 employees in Spain, equating to a €2.5bn TAM1.

Significant headroom for growth.

Adoption of technology solutions by Spanish SMEs is currently low but is growing rapidly.

RegTech, digital-first solution which automatically generates the policy documentation required for a company to meet its legal obligations, tailored to the company's activities and how it uses personal data.

Backed up by high performance national go-to-market function and partnerships with trusted referral partners, giving Conversia a competitive advantage in new customer acquisition.

NPS score of +71

(March 2025)

>70% recurring

revenue in 2025B.

Consistent double-digit revenue growth and strong and growing EBITDA margins.

Highly diversified customer base.

Best-in-class SME retention rates, with strong track record of cross- and upselling.

Highly experienced senior management team, all with over 10 years' tenure with Conversia.

Management team is incentivised to remain within the business for a minimum 5-year period.

RegTech, proprietary document generation technology backed up by significant regulatory IP.

Highly skilled technology team.

Dedicated development teams focused on new product development and adoption of AI.

6 1.TAM = Total Addressable Market

‌Wilmington's current and future service provision

Conversia is a GRC business, maps to our strategy framework, and expands our reach into the Data Privacy sector

Core activities

Emerging organic activities

Inorganic focus

GOVERNANCE, RISK AND COMPLIANCE

Services

Sectors

Financial services

Legal

Health & Safety & ESG

Data Privacy

Markets

Insurance

Banking & Lending

Accountancy

Other

(e.g. Trusts, Consultancies)

Law Firms, Government, Pensions

Construction & Real Estate

Industrials, logistics and energy

SMEs

Bespoke intelligence

Subscription data services

Regulatory intelligence alerts

Events

Training - CPD

Training -Accreditation

RegTech solutions

Wilmington central RegTech platform

Conversia RegTech platform

7 Wilmington central RegTech platform - in deployment

‌Summary

Conversia is:
- a RegTech software business
- focussed on GRC
- leading its sector with strong market growth characteristics and significant market headroom
- delivering highly attractive revenue growth, annual recurring revenue, and margins
- led by an experienced and successful management team, committed for the next 5 years.
This earnings enhancing acquisition fulfils all the Group's acquisition characteristics criteria.
Extends the Group's international reach into a new horizontal - the regulated Data Privacy sector.
The acquisition is contingent on the transaction receiving Foreign Direct Investment clearance in Spain.
This acquisition adds significant value across all stakeholders.

‌Appendix

‌Wilmington at a glance

Our Focus

The global Governance, Risk and Compliance ("GRC") markets

Our Purpose

"Helping our (regulated) customers to do the right business in the right way"

Our Mission

Leading international GRC professional services provider

Our Values

Inclusivity

Ambition

Integrity

Curiosity

Our Services

Providing a single GRC platform with multiple GRC services

Our Brands

Our Mindset

Delivering Growth - Operational Excellence - Portfolio Management