Caldwell divests IQTalent to WinMil in $4.7M deal

Caldwell (CWLPF) announced it has completed the sale of substantially all net operating assets of its wholly owned subsidiary, IQTalent Partners, Inc., to WinMil, Inc. WinMil will continue operating the business under the IQTalent brand.

Caldwell originally acquired IQTalent in 2020 to expand into technology-enabled recruiting solutions. After nearly six years, management determined the unit no longer aligned with long-term goals and decided to divest to refocus entirely on high-end executive search and advisory services.

Under the terms of the agreement, total consideration at closing was approximately C$4.7M, consisting of C$3.2M in cash, subject to exchange rate changes and working capital adjustments, and the cancellation of 1.45M Caldwell common shares.

Returned by WinMil owners David Windley and Tom Milic, the shares were valued at C$1.5M based on a 20-day average price of C$1.05 per share, reducing Caldwell's total outstanding shares by approximately 4.9%.

Caldwell will also retain its minority equity stake in recruitment software firm HootRecruit (formerly IQRecruit), keep IQTalent’s remaining deferred tax assets to offset future U.S. taxable income, and enter into a two-year cross-referral agreement with WinMil to connect clients across their executive search and talent acquisition services.

Caldwell's board will evaluate the net cash proceeds during capital allocation planning and expects to issue an update during its next quarterly earnings release.

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