Tarsus Group acquires AMB Group

Tarsus Group plc has further strengthened its portfolio in South East Asia by acquiring 50% of the AMB Group for between $13 and $20 million. The acquisition is via a joint venture vehicle AMB Tarsus Exhibitions Sdn. Bhd. from Andrew Siow and Richard Yew .

Established in 1996, the AMB Group is a South-East Asian exhibition organiser with a major presence in Myanmar and Cambodia and a growing business in the region. It has built up a portfolio of market leading exhibitions and conferences in some of Tarsus’ key strategic sectors with the largest focused on building, infrastructure, automotive and food processing.

AMB Group has enjoyed strong growth in recent years, driven by the establishment of leading events in Myanmar and Cambodia – MyanFood and Cambuild respectively.

As part of its accelerated replication program Tarsus expects to be able to introduce a number of its leading brands into AMBT’s markets of Malaysia, Myanmar and Cambodia. Tarsus will also assist AMBT to access Indonesia by utilising the Group’s existing infrastructure in that market.

The acquisition of 50% of AMBT is for an estimated payment of $13 million (approx. £9 million) in cash of which $4.1 million (approx. £2.6 million) is payable on completion of the Acquisition with a further $4.1 million payable in January 2016 and deferred payments linked to the performance of the business up to the end of 2017. The total consideration for the initial 50% is capped at $20 million (approx. £12.8 million).

For the year ended 28 February 2015, AMB Group recorded unaudited profit before tax of approximately $2.2 million (approx. £1.4 million) and unaudited gross assets of $2.9 million (£1.8 million).

The consideration will be met from existing financial resources. To provide additional headroom the Group has increased its bank facilities to £75m (from £60m) and extended the term of the facilities out to July 2020. The other commercial terms of the bank facilities are unchanged.

There is a put and call option in respect of the Vendor’s remaining 50% stake in AMBT. The Vendors will be permitted to sell the Remaining Stake to Tarsus in the event of a sale of at least 50.1% of Tarsus ordinary shares of 5p each collectively held (either directly or beneficially) by both Neville Buch, Chairman and Douglas Emslie, Group Managing Director as at the date of completion. In this circumstance the Vendors may sell their Remaining Stake to Tarsus for a maximum consideration of $25m (approx. £16.1 million) in cash determined in reference to the profit of AMBT in the financial year (31 December) immediately preceding exercise of the option.

Douglas Emslie, Tarsus Group Managing Director said:

“AMBT is an excellent strategic acquisition and allows Tarsus to build scale in South East Asia with an entrepreneurial partner. Many of the ASEAN economies are growing strongly and the AMBT joint venture will offer us first-mover advantage in some key sectors in these exciting markets.

“I have known Andrew Siow for over 20 years and he and Richard have an excellent track record in launching and developing events in the region. Their expertise will add significant strength and depth to the Group’s operations in South East Asia. We expect there to be compelling opportunities to replicate Tarsus’ leading brands into AMBT’s geographic footprint.”

UK, London & Myanmar and Cambodia

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WPP June acquisitions update – Poster Conseil (Paris), WANDA Digital (Turkey), Chemistry Media (New Zealand), TechEdge (Denmark), Greenhouse Group B.V (The Netherlands), SET Creative (USA)

WPP’s Kinetic and GroupM acquire majority stake in Poster Conseil

WPP’s wholly-owned operating companies, Kinetic and GroupM, have acquired a majority stake in Financiere Poster.

Poster Conseil manages media planning and buying for agencies and direct clients, and provides planning and measurement technologies to both agencies and vendors. It employs 25 people and is based in Paris.

Poster Conseil will continue to be led by CEO Xavier Sorato. The agency’s consolidated revenues for the year ended 31 December 2014 were EUR9.8 million, with gross assets of EUR8.5 million.

UK, London & France, Paris

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WPP’s J. Walter Thompson Company acquires minority stake in WANDA Digital in Turkey

WPP’s J. Walter Thompson Company has acquired a minority stake in WANDA Digital, one of the leading independent digital agencies in Turkey.

Founded in 2006 and employing 80 people in Istanbul, WANDA’s clients include Turkcell, L’Oreal, Nestle and Unilever.

WANDA offers a range of services including campaigns, social media, platform development and games and apps.

Unaudited net sales for the year ended 31 December 2014 were approximately US$ 3.4 million, with gross assets at the same date of approximately US$ 2.3 million.

Following the transaction, WANDA and J. Walter Thompson’s local office, Manajans J Walter Thompson Turkey, will operate independently.

UK, London & Turkey, Istanbul

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WPP’ GroupM acquires Chemistry Media in New Zealand

WPP’s wholly owned operating company GroupM has acquired Chemistry Media Ltd., a leading media agency based in New Zealand.

Chemistry Media is a media planning and buying agency with operations in Auckland and Wellington. Key clients include Bank of New Zealand, Fonterra, Nestlé, and Restaurant Brands.

Since 2010, Chemistry has been affiliated with the MediaCom network, and currently trades under the name MediaCom. Following the acquisition, Chemistry will continue to trade as MediaCom.

UK, London & New Zealand, Auckland

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WPP increases its stake in TAM analysis software company, TechEdge in Denmark

WPP has increased its stake from 20% to 49% in TechEdge, a supplier of software that enables the analysis TV audience measurement (TAM) data.

TechEdge licenses a range of software products to broadcasters and media companies, enabling users to analyse, interpret and action respondent level TAM data. For example, broadcasters can review TV audience patterns, whilst media companies use TechEdge’s products to optimise advertising allocation by channel and time of day.

TechEdge was founded in 2000 by Andreas Velter (CEO) and Henrik Sahlholt (CTO). MEC, (part of GroupM, WPP’s Data Investment Management division) invested in the company in 2001.

Unaudited net sales for the year ended 31 December 2014 were approximately US$ 13.6 million, with gross assets at the same date of approximately US$ 6.3 million.

UK, London & Denmark, Copenhagen

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WPP’s GroupM acquires Greenhouse Group B.V in The Netherlands

WPP’s holy owned operating company GroupM has acquired Greenhouse Group in The Netherlands.

Greenhouse Group provides digital media and marketing services through its four operating companies: Blue Mango Interactive and Fresh Fruit Digital (online marketing agencies), We Are Blossom (social media), and Source Republic (SEO and content marketing).

Greenhouse Group was founded in 2007 and employs more than 150 people. Unaudited revenue for the year ended 31 December 2014 was EUR 10.1 million, with gross assets of EUR 14.1 million as at the same date.

Greenhouse Group will operate as a stand-alone business within GroupM and will continue to be led by CEO Marion Koopman and CFO Frank Sanders.

UK, London & The Netherlands, Eindhoven

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WPP acquires majority stake in SET Creative in the US

WPP has acquired a majority stake in SET Management, LLC (SET Creative). US-based SET engages consumers with brands through physical experiences in retail stores, pop-up stores, trade shows and live events. SET Creative continues that engagement digitally via apps, content creation and social media.

SET Creative’s revenues for the year ended 31 December 2014 were approximately US$38 million with gross assets of approximately US$18 million at the same date. Clients include Arc’teryx, BMW, Google Glass, Jordan, Nike, Red Bull and Uniqlo. Founded in 2009, SET Creative is headquartered in Portland, Oregon, with offices in New York and Los Angeles. The agency recently acquired a UK operation, called Flourish, to be renamed SET Live, concentrating on live events, exhibitions and environments. In total, SET Creative employs around 120 people.

SET’s management, led by founder Sabina Teshler, will remain in place, reporting in to Simon Bolton, co-leader of WPP’s branding & identity division (B to D group), who will oversee SET as part of a newly-formed collective focusing on all elements of brand experience.

Bolton commented: “SET creates world class physical and digital brand experiences, making it an ideal partner to Brand Union and FITCH. The three agencies provide a complementary set of services, from brand strategy, to retail, design and events, collectively creating a roadmap for agile omni-channel brands.”

UK, London & USA, Portland, OR

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WPP’s GroupM acquires majority stake in directComm Marketing Group in Turkey

WPP wholly owned operating company GroupM, has acquired a majority stake in directComm Marketing Group, a leading provider of integrated direct marketing services in Turkey.

directComm specialises in digital marketing, customer relationship management, events and social media. Clients include Türk Telekom, Siemens and Sony Mobile. Founded in 2000 and based in Istanbul, directComm employs around 70 people.

Unaudited revenues for the year ended 31 December 2014 were approximately US$ 6.5 million, with gross assets at the same date of approximately US$ 3.2 million.

UK, London & Turkey, Istanbul

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WPP’s Kantar Media invests in data analytics firm BIScience

WPP’s wholly owned operating company Kantar Media has invested in BIScience (2009) Ltd., a data analytics firm that specialises in platforms for cross-channel and multi-country digital media monitoring, planning and optimisation.

BIScience’s global coverage spans over 60 geographies, with competitive cross-channel intelligence and analytics for display, mobile, video, and programmatic media covering more than 500,000 publishers worldwide. Clients include Conduit, Digilant, Funbox, Matomy and the Media Initiatives Group. Founded in 2009, BIScience employs over 35 people and is based in Tel Aviv with an office in New York.

UK, London & Israel. Tel Aviv

IRI acquires Chinese market research organisation Datasea

IRI_logoInformation Resources, Inc. (IRI) has acquired Datasea, a Chinese analytic services and market research company with deep knowledge and expertise in the retail and consumer packaged goods industries.

“We are building a Chinese company powered by the latest global insights, analytics and technology and bringing the latest tools and technology to this market,” said Andrew Appel, president and chief executive officer, IRI. The agreement represents the most recent execution of IRI’s strategic commitment to dramatically increase our geographic footprint to meet the global market research needs of our clients. It also complements other facets of IRI’s strategic direction, including expanding our data assets and leveraging this data with advanced analytics, plus consumer and shopper marketing services that enable our clients to achieve sustained levels of more rapid growth. We look forward to integrating IRI and Datasea’s strengths to bring enhanced offerings to our clients.”

In 2013, IRI completed the acquisition of Aztec, a provider of market measurement and related services in Australia, Canada, Hong Kong, New Zealand, South Africa, Sweden and the U.K. It also acquired FreshLook Marketing, which offers data and consulting services to the fresh food industry, in 2013.

Founded in 1996, Datasea clients include consumer packaged goods manufacturers and retailers, as well as companies in related industries, such as quick service restaurants and cosmetics. It maintains offices in Beijing, Shanghai, Guangzhou and Jinan, supported by a nationwide service network.

USA, Chicago, IL & China, Beijing

Star India to acquire Hyderabad-based Maa Television Network

starStar India, a fully owned subsidiary of Rupert Murdoch’s 21st Century Fox, is to acquire Hyderabad-based Maa Television Network and its four channels in a deal valued at Rs 2,400 crore.

The money will go to N Prasad, Chiranjeevi (politician), A Nagarjuna Rao (film star) and other co-promoters of Maa TV. The 100 per cent buyout is subject to performance targets set for March 2015. Assuming it goes through, the deal adds an estimated Rs 300 crore to Star India’s top line and about Rs 100 crore to its bottom line.

Star will gain Telugu language channels: MAA Gold, MAA Music, MAA Cinema and MAA General Entertainment.

The deal is expected to close in three to four months time.

India, Mumbai & Hyderabad

 

ITE Group acquires transportation and logistics exhibition business Breakbulk

ITEITE Enterprises Ltd, a wholly owned subsidiary of ITE Group Plc, has acquired Breakbulk Holdco UK Ltd and its subsidiary companies from Electra backed, AXIO Data Group for up to $42 million (c.£26.8 million).

Breakbulk consists of a series of exhibitions, serving the transportation and logistics market for large scale project equipment, which are held annually in Houston, Antwerp, Shanghai, Johannesburg, Istanbul and Sao Paulo. In addition, the acquisition brings to ITE a magazine in print and digital format with expanded industry coverage along with its exhibition websites which serve the global breakbulk community.

breakbulkThe transaction is financed out of the Group’s existing cash and bank facilities and is expected to be earnings enhancing in the current financial year. Out of the total consideration of c.$42 million, $40 million was paid on completion with the balance payable once Breakbulk’s results for the period ended 31 December 2015 are available. The value of the gross assets being acquired is around $14m. The total profits generated by the assets acquired in the period ended 31 December 2013 was $2.6m. The Group anticipates that the purchase price equates to circa 8.5x expected FY15 EBITDA.

Breakbulk’s main events take place in Shanghai in March, Antwerp in April and Houston in October. Forward bookings for these 3 events for FY2015 are currently c90% of budget.

The current management team including Breakbulk’s Managing Director, Alli McEntyre will stay with the business.

Commenting on the acquisition, ITE’s Chief Executive Officer, Russell Taylor, said:

“ITE is continuing to build businesses in strategically important industry sectors and the acquisition of Breakbulk increases our presence in the global transportation and logistics sector. This complementary move represents progress in achieving the Group’s ambitions to expand its operations in markets and geographies with further potential for growthas well as continuing to diversify the geo-political risk in our portfolio.

UK, London

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News Corp acquires Indian start-up BigDecisions.Com

newscorpNews Corp has acquired BigDecisions.com in India.

BigDecisions.com aims to help Indian consumers make smarter financial decisions through interactive, decision-making tools powered by sophisticated algorithms and data. Its mission is to provide a platform to deliver unbiased information and analysis to consumers on topics ranging from life and health insurance and retirement planning to providing for a child’s education or buying and renting real estate.

big decisions“Our latest investment builds on our abiding belief that a digital India needs more trusted, reliable and independent data,” said Robert Thomson, Chief Executive of News Corp. “BigDecisions.com will help Indians make the most important decisions by using accurate information tailored to their personal needs. This platform will be high quality, privacy-protected and easy-to-use.”

The acquisition of BigDecisions.com includes the site’s parent company, FinDirect Services Pvt Ltd.

The investment follows News Corp’s acquisition in November of a 25% stake in PropTiger.com, a residential real estate platform that also provides accurate and independent data and information to India’s homebuyers. News Corp’s other operations in India include Dow Jones, The Wall Street Journal, Factiva and HarperCollins Publishers businesses.

Started in early 2013 by Manish Shah and Gaurav Roy, and operating until recently as bigdecisions.in.Following the acquisition, both co-founders will help oversee a significant expansion of the Mumbai-based BigDecisions.com team as well as its consumer offerings. They will report to Raju Narisetti, News Corp Senior Vice President, Strategy.

USA, New York & India, Mumbai

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Tiger Media to acquire Interactive Data, LLC

Tiger MediaTiger Media, a Shanghai-based media company, is to acquire The Best One, Inc., parent company of U.S.-based data solutions provider Interactive Data, LLC. Interactive Data is headquartered in Atlanta, GA and has its primary technology office in Seattle, WA.

id-logo1Interactive Data’s recently expanded management team has been executing on an aggressive growth plan in a multi-billion dollar market of risk management and marketing data solutions.

Commenting on the Acquisition, Robert Fried, Chairman of Tiger Media stated, “We are excited to acquire TBO. We were looking for a U.S. partner who would also be able to expand our China operations. We believe this Acquisition with TBO will give our shareholders an excellent opportunity to realize increased value on their investment.”

Under the terms of the merger agreement, current shareholders of Tiger Media and TBO will own approximately 34% and 66% of the combined company, respectively, following the Acquisition. Approximately 65% of the shares to be issued to TBO shareholders in the Acquisition will be non-voting preferred stock, and 30% of those shares will only be issued upon achievement of certain revenue targets. The Acquisition is expected to close in the first quarter of 2015, is subject to customary conditions to closing as detailed in the merger agreement, as well as the affirmative vote of a majority of the outstanding shares of Tiger Media entitled to vote.

In connection with the Acquisition, Tiger Media will be redomesticating as a Delaware company. The affirmative vote of 2/3 of the votes cast at the Tiger Media meeting will be required for domestication in Delaware. The structure of the transaction will be in the form of an acquisition with TBO merging into a wholly-owned subsidiary of Tiger Media, with the Tiger Media subsidiary as the surviving corporation that will now be headquartered in Atlanta, GA.

Following the Acquisition, Derek Dubner, CEO of TBO, will join Tiger Media as Co-CEO along with Peter Tan, current CEO of Tiger Media. Robert Fried will remain Chairman of the Board. Also, following the Acquisition, Derek Dubner and Daniel MacLachlan will join the Tiger Media Board, increasing the Tiger Media Board from five members to seven members.

Cassel Salpeter is acting as financial advisor and Akerman LLP is acting as legal counsel to Tiger Media. Nason Yeager is acting as legal counsel to TBO.

Shanghai & USA, Atlanta, GA

Reliance Capital to sell its 16% stake in Indian travel portal Yatra.com

yatraAccording to the Economic Times, Reliance Capital is to sell its 16 per cent stake in travel portal Yatra.com for an estimated Rs 500 crore (around $80 million) and is in talks with 2-3 international investors.

Other Yatra.com shareholders include Norwest Venture Partners – 30%, TV-18 group – 10%, Intel Cap – 7% and Valliant Capital – 10%. The management team owns 6%.

Founded in 2005, Yatra.com provides reservation facilities for more than 12,000 hotels in India and over 400,000 hotels around the world. It has an operating income of $51 million for the year.

India, Mumbai

ITE acquires Eurasia Rail exhibition in Turkey

ITEITE Group plc, the international exhibitions group is acquiring TF Fuarcilik ve Organizasyon Anonim Sirketi (TFF) for around £8 million through its  wholly owned Turkish subsidiary, E Uluslar Arasi Fuar Tanitim Hizmetleri. As part of the transaction, TTF has acquired the Eurasia Rail exhibition from Turkel Fuarcilik Anonim Sirketi (“Turkel”), a company controlled by Mr Hasim Korhan Yazgan and Ms. Isil Yazgan.

The Eurasia Rail exhibition serves the rolling stock and railway infrastructure industries in Turkey and the surrounding region and is held each year at the IFM (World Trade Center) in Istanbul. The upcoming exhibition will be held in March 2015, marking the 5th edition of this event, which is expected to sell more than 10,000m2 net and be attended by around 20,000 professional visitors over 3 days.

ITE’s Chief Executive Officer, Russell Taylor, said, “I am pleased to welcome the Eurasia Rail exhibition into ITE’s Turkish business. This move represents progress in achieving the Group’s aims to strengthen and  expand its operations in sectors with further potential for growth and diversifying the geopolitical risk in our portfolio.

UK, London & Turkey, Istanbul

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Keywords Studios acquires Lakshya Digital in India

keywordsKeywords Studios, a technical services provider to the global video games industry, has acquired Lakshya Digital Pvt. Ltd, a provider of outsourced art services for the video games industry internationally with centres of operation in New Delhi and Pune, India, for a total consideration of $4.0m.

Founded in 2004 and employing 270 people, most of whom are highly trained artists, Lakshya is one of the most recognised brands in the large and highly fragmented market for the provision of outsourced art services to the video games industry. It provides Keywords Studios an entry point into this fast growing market, where the demand for art assets (such as characters, vehicles, landscapes, cityscapes, space ships and weapons) is growing in line with the increase in game content as games on consoles, social media, PCs, tablets and smart phones become more complex and richer in their definition.

Keywords Studios is paying a total of $4.0m in two tranches. 91% of the shares of Lakshya have been acquired for $3.0m in cash. The remaining 9% will be acquired for a total of $1.0m in October 2015, of which up to $400,000 at sole discretion of Keywords will be used to subscribe for shares in Keywords Studios at a price determined by the volume weighted average price per share in the 5 days prior to completion of this second stage. Two of the sellers will each be granted options over 450,000 shares of Keywords at the prevailing market price.

Lakshya’s audited accounts for the year to 31 March 2014 show it achieved revenues of INR 249m ($4.05m); it had net assets of INR 78m ($1.3m) including net debt of INR 9.1m ($0.15m). Underlying PBT after adjusting for a non-continuing activity amounted to INR 23m ($0.37m).

Lakshya’s well-established position with game development studios, particularly in the US and Japan, will open up new sales channels for the Keywords group where the focus is primarily on video game publishers. The business development team of Lakshya will be integrated into the Keywords sales force to further facilitate cross selling between the Group’s extended range of services.

Andrew Day, Chief Executive of Keywords Studios, commented: “By providing us with an entry point into the large, growing yet fragmented art outsourcing market, the acquisition of Lakshya provides Keywords with additional growth opportunities as well as cost and revenue synergies. It will enable the Group to have earlier involvement in the development cycle of video games titles, it will enable us to share one facility at Gurgaon (New Delhi) where both Lakshya and Babel Media are located and it will provide us with a base from which to expand further in the art outsourcing market.”

UK, & India, New Delhi

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