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WA-85011

TDR and Estoril / EscodeWA-85011

View on ACCC

Processing timeline

26

days

Filed

19 Feb 2026

Notification waiver determination published

Decision

17 Mar 2026Notification waiver determination published
Type
Waiver
Outcome
Approved
Stage
Waiver application
Status
Assessment completed

Parties

Acquirer(s)

TDR Capital LLP, Estoril Coinvest SCSp B303369

Target(s) or Vendor(s)

ESCODE AUSTRALIA PTY LTD ABN - 96 675 307 301, NCC Group plc UK Company number: 04627044, Escode Jersey Holdco Limited Jersey Registration Number 162830, NCC Group Software Resilience (Americas) LLC State of Delaware File Number 5837008

Other parties

None listed

Summary

TDR Capital LLP and Estoril Coinvest SCSp propose a Shareholders Agreement for Escode, a UK-headquartered software escrow and related services provider. TDR will hold a majority interest, Estoril a minority. Escode, a division of NCC Group plc, supplies verification services in Australia, where its brand launched in 2024.

Acquisition details

TDR Capital LLP ( TDR ) and Estoril Coinvest SCSp ( Estoril ) propose to enter a Shareholders Agreement, pursuant to which TDR will hold a majority interest while Estoril will hold a minority interest in Escode. TDR is a private equity firm based in the United Kingdom. Estoril is a co-investment vehicle managed by a private equity firm. The target, Escode, is a UK headquartered business active in providing software escrow and related services. Escode primarily supplies software escrow services, whereby software code and data or other business critical information is deposited by a licensor in Escode's physical or virtual vaults, and released to the licensee where the release criteria are met. In Australia, Escode also supplies verification services. Escode is a division of NCC Group plc ( NCC ), which is also based in the UK and is a supplier of cybersecurity services. NCC launched its Escode brand in Australia in 2024.

Industry

Broad:Technology, Media & TelecomsANZSIC 5922:Electronic Information Storage Services

Decisions and key events

17 Mar 2026Notification waiver determination publishedAttachmentPDF145.2 KB

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