Perform Group to acquire RunningBall for up to €120 million

Perform Group plc , a distributor of multimedia sports content across multiple internet-enabled digital platforms, is to acquire RunningBall Holding AG, a real-time sports data provider, to be effected through the acquisition by a wholly-owned subsidiary of the Company of RunningBall’s two immediate holding companies, for a minimum consideration of €101 million and a maximum consideration of €120 million. Initial consideration of €70 million will consist of €20 million in cash, financed from existing cash resources, and €50 million in the form of 13.5 million new ordinary shares in the Company that will be issued to the sellers. The number of New Ordinary Shares is based on the average closing mid market price of Perform’s ordinary shares and average closing mid-point sterling:euro exchange rate over the 30 trading days preceding 15 May 2012. Deferred consideration of between €31 million and €50 million will be payable entirely in cash and will be financed from new debt facilities. Total consideration will be based on a multiple of 9 times audited EBITDA of RunningBall for the year ended 31 December 2012.

In view of its size, the proposed acquisition constitutes a Class 1 transaction for the purposes of the Financial Services Authority’s Listing Rules and therefore requires the approval of Perform shareholders in order for it to be implemented.

In 2011 RunningBall produced real-time data coverage of over 35,000 sporting events (including over 30,000 football matches), producing over 1,000 items of data in relation to each match, and within the field of football is already one of the most comprehensive real-time data services available anywhere in the world.  In 2012 it is anticipated that RunningBall will increase its services to include coverage of over 40,000 events. RunningBall is headquartered in Switzerland, with operational centres in Austria, Portugal, Cyprus and Malaysia.

For the year ended 31 December 2011, RunningBall had revenue of €16.1 million and EBITDA of €7.2 million, up 20.1% and 75.4% year-on-year respectively.

Perform’s Chairman, Paul Walker, said, “The acquisition of RunningBall is an exciting opportunity to further advance Perform’s market leadership whilst at the same time delivering excellent financial returns. We are confident that Perform’s strategy of combining strong organic growth with selected acquisitions, in line with our stated criteria, will enable Perform to create significant long-term value for shareholders.”

UK, Feltham & Switzerland, Hünenberg

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