Guidance Software, digital investigative solutions provider, has signed a definitive agreement to acquire privately-held CaseCentral, an e-discovery provider of Cloud-based review and production software.

The combined product portfolio will deliver to corporations and government agencies increased efficiency and automation, as well as lower risk for e-discovery activities. The combined offering enables geographically dispersed inside and outside counsel to efficiently review collected documents without needing any special equipment or software other than a web browser and internet connectivity.

The integrated solution will span from legal hold to identification, collection, preservation, processing, first pass review, and, now with CaseCentral's market leading software-as-a-service offering, best-in-class early case assessment, review and production capabilities.

The integration of EnCase eDiscovery Collected Data Reuse capabilities and CaseCentral centralized, multi-matter legal repository helps users to automate searches, reduce over-collection of electronically stored information, lowers spoliation risk, re-use attorney work product where appropriate, and avoid inadvertent production of confidential or privileged client data.

Under the terms of the agreement, Guidance Software will acquire CaseCentral for upfront consideration of approximately $17.1 million, consisting of approximately $8.3 million in cash, $8.3 million in Guidance Software common stock, and the assumption of $0.5 million of debt, net of cash. Depending on CaseCentral's SaaS revenue growth, Guidance Software may pay up to an additional $33 million in cash over the next three years. The transaction is subject to customary closing conditions and is expected to close during the first quarter of 2012.

Atlas Technology Group acted as financial advisor to Guidance Software in this transaction.

An audio replay of the conference call discussing Guidance Software's quarterly results and the acquisition will be available until Feb. 14 by calling (404) 537-3406, passcode 41017140.