Aegis acquires US digital agency, Roundarch, for initial consideration of $125m

Media and digital communications group Aegis Group plc is to acquire the holding company of Roundarch Inc., the US digital agency, for an initial consideration of US $125 million.

Roundarch is a leading digital agency which specialises in designing and building enterprise-class digital solutions for clients such as Avis, HBO, Bloomberg Sports, Motorola and the US Air Force. The acquisition of Roundarch is in line with Aegis Group’s strategy to target acquisitions with a specific focus on digital businesses, North America and faster-growing regions.

With offices in Chicago, Denver, Boston and New York Roundarch employs 250 staff and its service offerings include strategy, design, development and outsourcing across all digital channels, including web, mobile and social media.

Following the acquisition, Roundarch will be combined with Isobar, Aegis Media’s existing digital creative network in the US, to form RoundarchIsobar. RoundarchIsobar will be a top tier digital agency with the depth and resources to compete for domestic and global assignments against the leading digital players in the US, consolidating Aegis’s competitive position in this important vertical.

Commenting on the acquisition of Roundarch, Jerry Buhlmann, Chief Executive of Aegis Group plc said, “We are delighted to announce the acquisition of Roundarch which is a highly successful US digital agency with a strong track record of sustained growth and performance. Combining Roundarch with Isobar places Aegis at the forefront of digital communications in the US, the world‘s largest advertising market.  Following its integration, we expect the proportion of Aegis Media’s total global revenues from digital to increase to 40%.

The acquisition of Roundarch is subject to a five-year earn-out structure from 2012 to 2016 with further annual consideration payments being made, subject to the level of future profit growth attained. The total consideration for the acquisition by 2017 is expected to be around US $250 million (£159 million). If Roundarch significantly outperforms existing projections, the total consideration could be higher with a cap on the maximum amount payable of US $360 million (£228 million). All consideration payments will be satisfied in cash.

The audited profit before tax of Roundarch for the year ended 31 December 2010 was US $ 11.5 million and the value of the gross assets at that time was US $14 million.

The vendors are Geoff Cubitt, Jeff Maling and other shareholder employees. Geoff Cubitt and Jeff Maling will co-lead the new US entity of RoundarchIsobar, with Darryl Gehly, President of Isobar North America.

Nigel Morris, CEO of Aegis Media Americas said: “As demonstrated by our recent win of GM’s global media business, Aegis Media has real momentum in the US market and this acquisition is a very significant part of our overall plan and will make us even more of a force for convergence and innovation. A powerful Isobar has been key to that plan and Roundarch is an agency we have admired for a long time, with great people, doing great digital work. Bringing them together with Isobar to create RoundarchIsobar will produce a new powerhouse in the US digital agency sector and add US scale to the global geographic depth of the Isobar network.”

Jeff Maling, President & Chief Experience Officer of Roundarch said, “Combining with Isobar NA will give us a formidable US presence and make us a part of one of the most respected global digital agencies. The deal will also expand our strong design and technology capabilities to include world-class marketing.”

UK, London & USa, Boston, MA

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