Tarsus Group plc – acquisitions in China and Turkey – disposal in France

TarsusTarsus Group, the international business-to-business media group, has ended the year strongly with like-for-like organic revenue growth up by approximately 11%. Tarsus has also made new acquisitions in China and Turkey and agreed to dispose of up to 18% of the Group’s French business.

China – SIUF acquisition

The Group is to acquire 50% of the China (Shenzhen) International Brand Underwear Fair (“SIUF”) from Mr Zhang Fengwei and associates. SIUF was launched in 2006 and has become a leading show in the Asian Pacific market for underwear garments. It is an annual event, held in May at the Shenzhen Exhibition and Conference Centre in Southern China. The show comprised 15,900 square metres (net) of space in 2013 and Tarsus expects it to continue its track record of growth in 2014.

To date, SIUF’s core business has focused on domestic brands but going forward will seek to internationalise the exhibitor range as well as launch a new sourcing event for lingerie manufacturers. Mr Zhang Fengwei and associates will continue to manage the business post acquisition.

The consideration will be met from Tarsus’ existing cash resources and bank debt facilities. The acquisition is conditional on Chinese regulatory approvals and is expected to complete in the next few months.

Turkey – IFO minority interest acquisition

The Group acquired the outstanding 25% of the issued share capital of Istanbul based IFO not already owned by Tarsus in December 2013 from Mr Selahattin Durak, who will become an advisor to the Group. The Group purchased the initial 75% in June 2011.

IFO is one of the leading exhibition businesses in Turkey whose three events are Asansor (Lifts), REW Istanbul (Recycling and Waste Management) and Sign Istanbul (Outdoor Advertising and Visual Communications). The consideration will be met from Tarsus’ existing cash resources and bank debt facilities.

France

The Group has agreed to sell up to 18% of its French business to Romuald Gadrat, the incumbent Managing Director of the division, who will continue to run the business going forward.

Douglas Emslie, Tarsus Group Managing Director, said:

“These transactions are another key step in the execution of our “Quickening the Pace” strategy.

“We are delighted to add SIUF, a market leading exhibition to our portfolio. China is an important market for us and this acquisition fits with our “Quickening the Pace” strategy as well as providing synergies with our Off-Price shows in the US. This acquisition will consolidate our position in this fast growth market.

“IFO was Tarsus’s first purchase in Turkey and we have been very pleased with its performance since then, so we are delighted to acquire the remaining 25% stake in the business.”

The Group expects to announce its final results for the year ended 31 December 2013 during the week commencing 3 March 2014.

UK, London & China, Shenzhen & Turkey, Istanbul & France, Paris

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Global M&A Performance Roars Back in 2013

Acquirers around the world enjoyed their best performance this year since the financial crisis began in 2008, outperforming companies not involved in M&A activity by an average of 4.7%, according to Towers Watson’s Quarterly Deal Performance Monitor.

The study of completed M&A deals over $100 million, conducted in partnership with Cass Business School in London, shows that during 2013, North America acquirers outperformed those in other regions at 8.1% above the regional MSCI Index. This represented a significant turnaround from last year, when the region underperformed the index by 1.3%.

Acquiring companies in Asia Pacific outperformed the regional index by 3.5% (compared to a 0.1% underperformance in 2012), while performance in Europe came in at 2.2% above the regional index (compared to 2.4% in 2012).

“The big M&A story for 2013 is how well acquirers’ stock performed relative to that of non-acquirers across the three regions we track. And North America acquirers showed the most dramatic reversal, underperforming the index in 2012, then outperforming the index so strongly this year,” said Jim McKay, North America M&A practice leader at Towers Watson.

North America continues to lead the other regions in terms of the volume of deals completed, with 375 deals over $100 million so far in 2013. This accounts for nearly 60% of the global total. Asia Pacific has overtaken Europe as the second-most active M&A region, completing 141 deals to Europe’s 104. As a result, for the second year in a row, Europe had the lowest number of completed deals in 2013 and its lowest level since 2009.

The research also shows that in 2013, there were fewer megadeals (those over $10 billion) than in prior years. There were only four such deals in 2013, none of which occurred in the second half of the year. This marks the first time this has occurred for any six-month period in nearly three years.

The data also show that in 2013, slow deals (those taking over 70 days from announcement to completion) performed better than deals completed rapidly (7.0% versus 3.1%). In addition, domestic deals (where the acquirer and the target company are both based in the same country) outperformed cross-border deals by 5.2%.

“While many companies have cash to spend on acquisitions, and the economic outlook is improving for many countries, the research confirms that most companies are still taking a surprisingly restrained approach to M&A,” said McKay. “Such caution is understandable, but we do know from previous research that companies buying into a rising market tend to outperform their peers to a greater extent than those buying in a flat or declining market. So if the markets remain strong, those companies willing to be among the early movers in their industry are likely to see a clear advantage.”

USA, London and UK, London

ITE Group – Annual Financial Report

ITEInternational trade exhibitions and conferences group ITE Group has published its Annual Financial Report for the year to September 2013. 

The group continued to expand its business in the year through a mixture of organic and acquisition led growth and has now established itself in the Asian exhibition markets through its investments in ABEC in India, Tradelink and ECMI in Malaysia and since the end of the financial year in Sinostar in China.

Good organic growth across ITE’s core portfolios in Russia and the CIS together with a strong biennial performance from the Moscow International Oil and Gas Exhibition have combined with the newly acquired businesses in Asia to deliver record financial and operating results.

In this, the stronger year of its biennial pattern, ITE’s revenues were £192.3 million (2012: £172.3 million) and yielded headline profits before tax of £59.4 million (2012: £53.0 million) and headline diluted earnings per share of 19.3p (2012: 16.9p). Reported pre‑tax profit was £43.9 million (2012: £40.5 million) and fully diluted earnings per share was 14.0p (2012: 12.8p). The Group finished the year with net cash of £23.5 million (2012: £13.0 million), after investing £26.1 million on acquisitions during the year.

Although large events have traded well, much of 2013 growth has come from ITE’s portfolio of medium sized events, often run from the smaller regional offices. This growth in smaller events looks set to continue into 2014, and ITE forecasts economic growth in Russia to be maintained at current levels.

At 30 November revenues booked for 2014 were £106 million, representing circa 55% of market expectations for 2014 revenues. On a like‑for‑like basis revenues are circa 7% ahead of last year.

The recent announcement of the Sinostar joint venture means ITE enters the new financial year with good business prospects in three of the major emerging market economies: Russia, India and China.

Download ITE’s 2013 Annual Financial Report here.

UK, London

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WPP’s December acquisitions – Crystal Semantics, Vocanic, Social Lab, Fisheye Analytics, Richard Attias & Associates, ARMI, RC&M, ClickMedia and MASSCOM

wppWPP ends the year with nine acquisitions.

1) Mindshare to acquire MASSCOM media agency in Philippines: December 20, 2013

WPP’s wholly owned operating company, Mindshare, a global media agency network, is to acquire the business and assets of Media Arts System and Services Company, Inc. in the Philippines.

MASSCOM was established in 1986 as an independent media agency, serving Unilever exclusively in the Philippines. MASSCOM provides media planning, strategy and buying services to Unilever, the global fast-moving consumer goods company and a top advertiser in the Philippines.

2) GroupM to acquire majority stake in social media marketing agency, ClickMedia in Vietnam: December 19, 2013

WPP’s wholly owned operating company, GroupM, WPP’s global media investment management arm, is to acquire a majority stake in ClickMedia, a social media marketing agency in Vietnam.

Established in 2008, ClickMedia is a full service social media marketing firm which provides social media strategy, campaign strategy and implementation, as well as social media listening, crisis prevention and management.

Clients include Unilever, FrieslandCampina, Piaggio and Estee Lauder. ClickMedia’s unaudited revenues for the year ended 31 December 2012 were VND 23.7 billion with unaudited gross assets at the same date of VND 12.0 billion. The agency employs 55 people.

3) Grey to acquire majority stake in RC&M, a rural communications and marketing services provider in India: December 18, 2013

WPP’s wholly owned operating company, Grey, the advertising network of Grey Group, has agreed to acquire a majority stake in RC&M, one of India’s largest rural communications and marketing services providers.

RC&M is a pioneer in experiential marketing in India, delivering integrated activation solutions, encompassing creative designing to production & implementation. With a formidable reach across 400,000 Indian villages and 5,000 towns, the company is a leader in the organised rural/semi-urban activation market.

Founded in 1990, RC&M is headquartered in Delhi, with offices in Mumbai and Bengaluru.

RC&M’s unaudited revenues for the year ending 31 March 2013 were approximately INR 360 million. The company employs more than 320 people and services clients in the automotive, industrial automation, FMCG and durable sectors.

RC&M marks WPP’s 12th acquisition in India in the last nine years.

4) Millward Brown acquires majority stake in ARMI-Marketing in Russia and Ukraine: December 18, 2013

WPP’s wholly-owned operating company Millward Brown, a global leader in brand, media and communications research, is to acquire a majority stake in ARMI-Marketing in Russia.

Founded in 1992 and headquartered in Moscow, ARMI is a leading provider of market research services in Russia and Ukraine. Clients include leading multinational and local brands, including two-thirds of Russia’s top 15 advertisers.

ARMI’s consolidated unaudited revenues for the year ended 31 December 2012 were approximately RUB 735 million. The company employs around 200 people.

5) WPP takes stake in Richard Attias & Associates: December 17, 2013

WPP has taken a 30% stake in strategic consultants Richard Attias & Associates.

Under the active leadership of founder chairman Richard Attias, RAA has built a reputation for helping governments and corporations articulate their global objectives.

Events led by Attias include the World Economic Forum in Davos and other regions, the Clinton Global Initiative, launch of the Euro in 2000, the 2008 Arab Strategy Forum, the APEC CEO Summit in Hawaii, the 15th African Securities Exchange Association in Marrakech, Doha GOALS Forum, The Middle East Peace Summit in Jordan, the contract for the signature of the General Agreement on Tariffs and Trade (GATT) in Marrakech, the Monaco Media Forum and the Nobel Laureates Conference. In 2010, Richard Attias founded The New York Forum, an annual meeting to promote economic leadership and in 2012, The New York Forum AFRICA, a pan-African business and investment platform. In 2014, RAA will be producing 14 symposiums.

Commenting on the partnership, WPP CEO Sir Martin Sorrell said, “By building this partnership with global influencer Richard Attias , WPP confirms its strategy to support countries to brand their nations and corporations to have access to faster growing markets. Our ambition is to create together with Richard a world champion in the field of strategic communication, international conferences and global action oriented events.”

RAA is based in New York, with other offices in Paris, London, Rabat and Dubai. RAA employs 50 people and has revenues of around US$35 million.

Public sector clients of RAA have included the African Development Bank, Bahrain, Brazil, China, Dubai, France, Gabon, Jordan, Morocco, Qatar, Senegal, South Africa, Tunisia, UAE, UK, United Nations and the US.

6) Kantar to acquire Fisheye Analytics, a media monitoring and analytics services business in Singapore : December 16, 2013

WPP’s wholly-owned data investment management business Kantar, is to acquire the entire issued share capital of Fisheye Analytics Pte. Ltd., a media monitoring and analytics services business based in Singapore.

Founded in 2009 in Singapore with an R&D centre in Hyderabad, Fisheye employs 14 people. The company, which will become part of Kantar Media, works with some of the biggest sports governing bodies, international organisations and governments from Europe to Asia.

For the year ending 31 October 2013, Fisheye’s unaudited revenues were SGD 782,871, with gross assets as at the same date of SGD 332,162.

7) Ogilvy & Mather to acquire majority stake in social marketing agency, Social Lab in Belgium : December 12, 2013

WPP’s wholly-owned marketing communications network, Ogilvy & Mather, has agreed to acquire a majority stake in Social Lab, a social marketing agency based in Belgium with offices in Paris and Amsterdam.

Founded in 2010 and employing 50 people, Social Lab specialises in social media marketing. Clients include IKEA, Club Med, Interbrew, L’Oréal, Galbani, Electrabel GDF Suez, Nespresso, Oasis, Delhaize and the National Lotery. Social Lab’s unaudited revenues for the year ended 31 December 2012 were EUR 3.1 million with gross assets as at the same date of EUR 0.4million.

8) GroupM to acquire majority stake in Vocanic, a social media marketing business in Asia : December 10, 2013

WPP’s wholly-owned operating company, GroupM, WPP’s global media investment management arm, is to acquire a majority stake in Vocanic Pte Ltd., a social media marketing business in Asia.

Based in Singapore with offices in Malaysia, Indonesia and Thailand, Vocanic is a full service social media marketing firm. Established in 2005, Vocanic has 70 people providing social media strategy consulting, social technology, social media program and campaign management, community management and social media analytics.

For the year ending 31 December 2012, Vocanic’s revenues were SGD 4.3 million, with gross assets of SGD 2.1 million.

Vocanic’s client list includes blue chip business partners such as StarHub, Axis, EDB, SAP, Astro, Unilever, Dell, Symantec, Mead Johnson, Danone, WingTai Retail, MHD, and Standard Chartered Bank.

9) 24/7 Media acquires digital agency Crystal Semantics In the UK: December 9, 2013

WPP Digital’s marketing technology company 24/7 Media, has acquired the entire issued share capital of Crystal Semantics Limited. Crystal Semantics is a provider of semantic advertising solutions.

With its proprietary technology, Crystal Semantics accurately matches advertising to the meaning of a page of web content, greatly reducing the risk of inappropriate advertising placement. With the acquisition, the combined companies will provide distinct advantages to both advertiser and publisher clients through improved advertising relevance and enhanced brand protection. Founded in 2001 and based in London, Crystal Semantics is a major provider of online data services to advertising agencies, networks and exchanges.

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ITE revenues up 12% following a year of Asian acquisitions

ITEInternational trade exhibitions and conferences group ITE Group has announced preliminary results for the year to September 2013.  Revenues are up 12% to £192 and headline profits are up 12% to £59.4m. £106m of revenues are booked for 2014.

Russell Taylor, CEO of ITE Group plc, said, “”ITE has continued to expand its business this year through a mixture of organic and acquisition led growth.”

This year ITE has acquired Trade Link in India,  Platform Exhibitions in Turkey, 50% of ECMI in Malaysia and last month Sinostar in China.

Taylor went on to say, “Good organic growth across our core portfolios in Russia and the CIS together with a strong biennial performance from the Moscow International Oil and Gas Exhibition have combined with the newly acquired businesses in Asia to deliver record financial and operating results.”

ITE sept 13Click on the table for an enlarged view

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Informa acquires a stake in Chinese company Baiwen

informa2Informa plc has acquired a stake in Baiwen, the owner and organiser of the annual China Beauty Expo (“CBE”). the terms of the deal were not disclosed.

CBE is the largest beauty trade event in China, comprising three co-located exhibitions that take place annually in Shanghai in May: Cosmetics China, Cosmetech and Beauty Shanghai. In 2013, the 18th edition of CBE attracted around 1700 exhibitors from 22 countries and some 250,000 visitors across a floor space of approximately 120,000 sqm.

CBEPeter Rigby, Chief Executive of Informa, said, ​”The acquisition of a stake in Baiwen is an exciting and strategically important move for Informa, increasing our exposure to the Chinese exhibition market and further strengthening our position in the beauty and aesthetics segment. We look forward to working closely with our partners at Baiwen to extend the strong growth record of CBE and leverage our collective expertise to exploit other opportunities.”

UK, London & China, Shanghai

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Y&R acquires majority stake in Plasenta Conversation Agency, a Turkish social media agency

wppWPP‘s wholly-owned operating company, Y&R, the global marketing communications network, has acquired a majority stake in Plasenta Conversation Agency, a social media agency based in Istanbul, Turkey. Terms of the deal were not disclosed.

Founded in 2011, Plasenta Conversation Agency specialises in social media monitoring and management and digital media projects for Turkish and international markets. The agency employs over 60 people and clients include Coca-Cola, Vodafone, and TEB BNP Paribas.

plasentaPlasenta Conversation Agency’s unaudited revenues for the year ended 31 December 2012 were TRY 3.5 million, with gross assets as at the same date of TRY 1.5 million. Unaudited revenues in the twelve months to September 2013 were TRY 7.3 million.

In Turkey itself, WPP companies (including associates) employ nearly 1,000 people, generating revenues of US$100 million. This is the fourth investment made by WPP in Turkey in the past two years.

UK, London & Turkey, Istanbul

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ITE establishes a presence in China with the creation of Sinostar ITE Ltd

ITEITE Group‘s wholly owned subsidiary, International Trade and Exhibitions Overseas Ltd, has  established a 50:50 Joint Venture (“Sinostar ITE“), with Hong Kong based Worldcoat Exhibitions Ltd.

As part of the transaction, Sinostar ITE has acquired the ChinaCoat / SF China exhibition from Sinostar International Ltd, a company controlled by Mr Raymond Ho, owner of Worldcoat. ITE’s investment in Sinostar ITE is c. £33m, financed out of the Group’s existing cash and bank facilities and is expected to be earnings enhancing in the current financial year.

The ChinaCoat / SF China exhibition serves the paints, coatings and surface finishing industries in China and the surrounding region. The exhibition is held in November each year and alternates between Shanghai and Guangzhou. The upcoming 2013 exhibition will be held in Shanghai, marking the 26th edition of this event, which is expected to sell more than 35,000m2 net and be attended by over 30,000 professional visitors. The 2012 event, which took place in Guangzhou, was 31,000 m2 net and had more than 28,000 visitors.

Out of the total consideration of c.£33m, c.£30m was paid on completion with the balance payable in June 2014 once Sinostar ITE’s results for the period ended 31 March 2014 are available.  The value of the gross assets being acquired is c. £33m. The total profits generated by the assets acquired by Sinostar ITE in the period ended 31 March 2013 was £6.5m.

The owner of Worldcoat and the current CEO of Sinostar International, Mr Raymond Ho, will become CEO of Sinostar ITE.

ITE’s Chief Executive Officer, Russell Taylor, commented, “ITE has taken an important step in building a business in China. I am delighted that the creation of Sinostar ITE, in partnership with Worldcoat, further increases our business presence in Asia. This move represents progress in achieving the Group’s aims to expand its territorial operations in markets with further potential for growth.

UK, London & Hong Kong

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Groupon buys Ticket Monster from LivingSocial for $260 Million

grouponGroupon is to acquire Korean-based Ticket Monster from LivingSocial for $260 million in cash and stock. The deal is expected to close in the first half of 2014.

“Ticket Monster is a perfect fit for Groupon as we continue to transition our business globally from a flash sale email model to a mobile commerce marketplace,” said Groupon CEO Eric Lefkofsky. tmon

“Ticket Monster has a vibrant and growing marketplace in one of the world’s largest ecommerce markets. Coupled with outstanding mobile penetration and expertise in local, travel, and product, they will help us accelerate our overall growth, provide immediate scale and serve as a cornerstone for our operations in Asia.”

Ticket Monster — known locally as TMON — was founded in 2010 and has quickly grown into a leading provider of product, local and travel offers in Korea. TMON has consistently seen year-over-year billings growth in excess of 50 percent, with annual billings of more than $800 million today. The business is said to be close to break-even on an EBITDA basis.

Approximately half of its sales are transacted on mobile devices. Based in Seoul, the company has grown to 1,000 employees serving more than 4 million active customers.

The Ticket Monster brand and leadership team will remain in place. Groupon and TMON will work on an operational plan for the two local entities once the deal has closed.

Per the terms of the agreement, Groupon will acquire LivingSocial Korea — the holding company that owns Ticket Monster. Any non-Korean assets currently owned by LivingSocial Korea will be divested prior to close. The agreement is for at least $100 million in cash, and up to $160 million in Groupon Class A common stock, with the final cash and stock allocation to be determined. The transaction is subject to regulatory and other customary closing conditions, including review by Korean antitrust authorities.

USA, Chicago, IL & Washington, DC & South Korea, Seoul

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Groupon

LivingSocial

WPP’s VML acquires IM2.0, a digital advertising and media agency in China

wppWPP‘s wholly owned operating company VML, a  digital marketing company which is part of the Y&R network, has acquired IM2.0, a digital advertising and media agency based in China. The deal is subject to regulatory approval. The terms of the deal were not disclosed.

Established in 2008, IM2.0 provides a range of services, including online strategy, creative design, website development and maintenance, online campaigns, mobile application development, media optimisation and data analytics.

IM2.0 is one of China’s leading and most successful pure play digital agencies. Named 2013 Agency of the Year in China by the Mobile Marketing Association, IM2.0’s client portfolio includes Dell, adidas, Mondelez, China Merchant Bank and Haier.

IM2.0 employs approximately 230 people in Beijing and Shanghai. For the year ending 31 December 2012, IM2.0’s unaudited revenues were RMB 72 million, with gross assets of RMB 200 million.

UK, London & China, Beijing and Shanghai

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