r4e will pay an initial consideration of £3.94 million in cash and £250,000 in 20,833,333 Ordinary Shares, plus an additional deferred payment based on the financial performance of Sold Out during the period commencing on 1 June 2017 to 31 December 2021. The aggregate of the Initial Consideration and the Deferred Consideration is capped at £10 million. The deal will be part funded by a conditional placing which is expected to raise £3 million.
London-based integrated agency Sold Out, has specialised in arts and entertainment advertising for over 25 years. Clients include S.J.M. Concerts, AEG Presents, Live Nation and Cirque Du Soleil. Its services include campaign development, media planning and buying, events, partnerships, design and creative, broadcast and digital media production. In the financial year ended 31 May 2018, Sold Out had gross profit of £4.1 million, adjusted EBITDA of £1.7 million and profit before tax of £1.3 million.
Lord Michael Grade, Chairman of R4E, commented: “The acquisition will mark a significant milestone for the Group and play a major role in diversifing our client base beyond just theatre. Sold Out has built an excellent reputation within the entertainment sector and has a high-quality, long term client base to match. It has delivered many successful campaigns across live music, festivals, sports and events, which are all areas where r4e is seeking to move in to. Bringing Sold Out into the Group will enable us to strengthen our entire marketing and advertising offering.”
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