Ncontracts acquires Venminder via Hg buyout

- Ncontracts announces the acquisition of Venminder to broaden its governance, risk and compliance solutions capabilities.

- Hg, a leading investor in software and services businesses, has become a new investor in the combined business, backing Founder and CEO, Michael Berman.

- Gryphon Investors, a leading middle-market private equity firm, has completed a full exit of Ncontracts.

Ncontracts acquires Venminder via Hg buyout

Ncontracts
Shawn McKee
shawn.mckee@ncontracts.com

Venminder
Deirdre Grubbs
media@venminder.com

Hg
Tom Eckersley
tom.eckersley@hgcapital.com

Gryphon Investors
Caroline Luz
cluz@lambert.com

Ncontracts, a leading provider of integrated compliance, risk, and vendor management solutions to the financial services industry, announced today that it has acquired Venminder, a unified platform for managing third-party risk.

Simultaneously with this transaction, Hg has bought out prior Ncontracts shareholder Gryphon Investors (“Gryphon”), as well as prior Venminder shareholders. Hg is a leading investor in software and services businesses and is backing Founder and CEO, Michael Berman, to lead the combined business, which promises to deliver more value to customers via these expanded capabilities.

Acquiring Venminder gives Ncontracts more depth and expertise in third-party risk management, further enhancing its position as a software-as-a-service (SaaS) and knowledge-as-a-service (KaaS) leader in enterprise risk management. The investment from Hg brings resources and expertise, continuing to strengthen Ncontracts as a leader in governance, risk and compliance (“GRC”) software solutions for banks, credit unions, mortgage companies, fintechs and registered investment advisors, as they grapple with increased risks and regulatory scrutiny.

“We are excited to join forces with Venminder,” said Michael Berman, Ncontracts Founder and CEO. “With our teams coming together to help reduce risk, improve compliance and control costs, we will continue to strengthen the financial industry and the communities they serve. With the investment and support from Hg, we are well positioned to continue our rapid growth. Gryphon has been a valuable partner, and I want to thank their outstanding team of operating partners, operating advisors and investment professionals.”

“Uniting Venminder and Ncontracts will bring tremendous value to our customers,” stated James Hyde, Venminder’s CEO. “This strategic partnership extends beyond third-party risk management, propelling Venminder into the broader integrated risk and compliance space. By combining our strengths, we are poised to deliver even more comprehensive and innovative solutions to our clients and the broader market. Our unwavering commitment is to continue to support our clients by guiding them through the complex landscape of third-party risk.”

Ncontracts has been named in the prestigious Inc. 5000 list of fastest growing private companies in America for the sixth consecutive year in 2024. This transaction will grow Ncontracts’ customer base further to over 5,000 customers. The investment and acquisition demonstrate Ncontracts’ commitment to continued growth from both an organic and inorganic perspective.

Alan Cline, Head of North America at Hg, said: "We see Ncontracts swiftly becoming a ‘gold standard’ provider of highly automated, AI-enabled, integrated software solutions for the financial industry. The merger with Venminder creates a compelling platform with a comprehensive product suite that can deliver significant value to customers.”

Alexander Johnson, a Director at Hg added: “We're excited to partner with Michael Berman as he continues to lead and scale the company for its next stage of growth."

Jon Cheek, Partner & Co-Head of the Software Group at Gryphon, said: “We are delighted to have completed a complex transaction that significantly transforms Ncontracts and positions it to continue to thrive. Through a combination of organic and inorganic growth strategies, Ncontracts has more than quadrupled in size since Gryphon originally invested in 2020. With its comprehensive suite of products meeting the continued demand for sophisticated financial services governance, risk and compliance management tools, the company is poised to continue that aggressive growth going forward.”

Gryphon sees continued attractive opportunity for new platform investments in the GRC sector and retains its investment in separate portfolio company RegEd, a leading provider of enterprise regulatory compliance solutions to insurance companies and financial services firms.

Terms of the acquisition were not disclosed.

Raymond James served as the lead financial advisor to Gryphon, with Atlas Technology Group also advising Gryphon; Kirkland & Ellis acted as Gryphon’s legal advisor. William Blair served as exclusive financial advisor to Venminder. Choate Hall & Stewart, LLP served as legal counsel to Venminder. Goldman Sachs served as financial advisor to Hg; Latham & Watkins served as Hg’s legal advisor.

About Ncontracts

Ncontracts provides integrated risk, vendor and compliance management software to a rapidly expanding customer base of over 4,000 financial institutions, mortgage companies, and fintech companies in the United States. The company’s powerful combination of software and services enables financial institutions to achieve their risk management and compliance goals with an integrated, user-friendly cloud-based solution suite encompassing vendor, organizational, audit, and compliance risk management. Visit www.ncontracts.com or follow the company on LinkedIn and Twitter for more information.

About Venminder

Venminder is the leading provider offering a unified SaaS platform for third-party risk management. The platform is used by more than 1,200 customers to manage the entire vendor lifecycle, from onboarding to offboarding, with ease and efficiency. Venminder combines technology and human expertise to enable customers to manage vendors, track contract data, perform due diligence and oversight, send and score questionnaires, conduct risk assessments, systemically monitor risks across domains, order due diligence assessments on vendor controls, and much more. Venminder also powers Third Party ThinkTank, the largest online community dedicated to the practice of third-party risk.

About Hg

Hg supports the building of sector-leading enterprises that supply businesses with critical software applications or workflow services, delivering a more automated workplace for their customers. This industry is characterized by digitization trends that are in early stages of adoption and are set to transform the workplace for professionals over decades to come. Hg’s support combines deep end-market knowledge with world class operational resources, together providing compelling support to entrepreneurial leaders looking to scale their business – businesses that are well invested, enduring and serve their customers well. With a vast European network and strong presence across North America, Hg’s 400 employees and $70 billion in funds under management support a portfolio of more than 50 businesses, worth over $150 billion aggregate enterprise value, with over 110,000 employees, consistently growing revenues at more than 20%.

About Gryphon Investors

Gryphon Investors (www.gryphoninvestors.com) is a leading middle-market private equity firm focused on profitably growing and competitively advantaged companies in the Business Services, Consumer, Healthcare, Industrial Growth, and Software sectors. With approximately $9 billion of assets under management, Gryphon prioritizes investments in which it can form strong partnerships with founders, owners, and executives to accelerate the building of leading companies and generate enduring value through its integrated deal and operations business model. Gryphon’s highly-differentiated model integrates its well-proven Operations Resources Group, which is led by full-time, Gryphon senior operating executives with general management, human capital acquisition and development, treasury, finance, and accounting expertise. Gryphon’s three core investment strategies include its Flagship, Heritage, and Junior Capital strategies, each with dedicated funds of capital. The Flagship and Heritage strategies target equity investments of $50 million to $350 million per portfolio company. The Junior Capital strategy targets investments in junior securities of credit facilities, arranged by leading middle-market lenders, in both Gryphon-controlled companies, as well as in other private equity-backed companies operating in Gryphon’s targeted investment sectors.