CRU Group acquires Ryan’s Notes

August 22, 2012 — Fusion DigiNet

CRU Group, the global metals, mining and fertilizer analysis, consultancy and conference business, has acquired Ryan’s Notes. Terms of the deal were not disclosed.

Ryan’s Notes comprises the Ryan’s Notes news and price assessments newsletter, which is also available online, and three conferences: the Ryan’s Notes Ferroalloys Conference, the Ryan’s Notes Metallics Meeting and the recently launched Ryan’s Notes European Ferroalloys Conference.

Ryan’s Notes was established in 1995 and is headquartered in Pelham, NY. Both of Ryan’s Notes’ founders, Patrick Ryan and Alice Agoos, will continue working on the newsletter and the conferences as part of the expanded CRU Group.

Patrick Ryan said: “After more than 17 years creating, growing and developing Ryan’s Notes, I am delighted that we have found a new home with CRU. Both Alice and I are also pleased that we will continue to work on the newsletter and conferences with CRU into the future.”

CRU Chairman Robert Perlman said: “This acquisition enables CRU to take a pre-eminent position in ferroalloys and metallics worldwide, both in price assessments and in conferences. There is an excellent fit between our two businesses which will allow us to offer even more value to our customers around the world.”

CRU Chief Executive Nick Morgan said: “We have always admired the Ryan’s Notes business and were not surprised when it researched very well in our pre-acquisition work. I am pleased to welcome Patrick, Alice and their team to CRU.”

UK, London & USA, Pelham, NY

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Aegis Group plc acquires Data2Decisions Limited

August 3, 2012 — Fusion DigiNet

Aegis Group plc has acquired Data2Decisions Limited, a UK-based, independent marketing effectiveness analytics consultancy. D2D’s gross assets were £2.2 million as at 31 January 2012.

Since its establishment in 2001, D2D has grown to be one of the largest independent marketing effectiveness analytics consultancies in Europe. The business works with its clients to turn data into insight that informs marketing strategy. This includes assessment of pricing, promotions and the return on media investment. D2D’s technology solutions, which can sit on clients’ systems, enable actionable intelligence from the analytics to be used to optimise marketing decisions.

Nigel Morris, CEO, Aegis Media Americas & EMEA, said “Data is one of the key areas of competitive advantage in the convergent market. D2D has built an impressive, scaled business that complements and strengthens our existing data capabilities to drive even greater marketing insight and analysis.  We look forward to fully integrating D2D into our operating model to leverage their capability across all parts of our business for our clients.”

UK, London

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CG acquires Technology leader in Smart Grid Automation – ZIV Group

July 30, 2012 — Fusion DigiNet

Crompton Greaves Ltd (CG) has acquired 100% of ZIV for an Enterprise Value equivalent to €150 million. ZIV is a provider of digital equipment for Grid Automation and Advanced Metering Infrastructure (AMI). ZIV operates in more than 50 countries, with major operations located in Brazil (Rio de Janeiro), India (Bangalore), Spain (Madrid, Barcelona, Bilbao) and the USA (Chicago). ZIV, created in 1993, has installed more than 1.4 million IEDs for Utilities and Industries across the world.

CG is a leader in electrical transmission and distribution equipment with significant market share in the Americas, Europe, the Middle East, India and South East Asia. In previous years, CG has been expanding its activities into the systems arena, providing integrated solutions for utilities and industries. ZIV will complement CG’s offering for Grid Automation, further enhancing its differentiated offering in its core businesses.

In addition, the ZIV smart grid platform will be the basis for rapid expansion across Europe, India and the Americas.  ZIV  has  delivered  one  of  the largest  and cost-effective smart grid projects in Europe, with over 500000 connection points, providing integrated solutions, from smart metering, through two-way communication infrastructure to innovative distribution automation.

Mr Norberto Santiago Elustondo, CEO of ZIV, commented: “We feel very confident about the next phase of our relationship with CG as we know very well our colleagues as a result of the Joint Venture in India. This development will be a catalyst to grow the ZIV activities in new parts of the World Market. By this fusion with CG, together we will get the most from ZIV’s innovative technology”.

Commenting on the acquisition, Mr. Laurent Demortier, CEO & Managing Director of CG said: “We are very happy to welcome all ZIV employees into the CG family. We have been working with ZIV for some time and are impressed by not only the technology and track record in the development of Smart Grid Solutions but also by the creativity and dynamism of the entire staff. This acquisition opens a new chapter in the development of the CG Group. With the exciting growth in the Smart Grid around the World, CG is now well positioned to effectively compete in this fast growing segment.”

India, Mumbai
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RPS acquires Australian consulting firm Manidis Roberts for up to A$30M

July 19, 2012 — Fusion DigiNet

RPS Group plc has acquired Manidis Roberts Pty Ltd, an Australian consulting firm, for a maximum consideration of A$30 million (£19 million).

Founded in 1988, MR is an environmental and project management consultancy headquartered in Sydney.   It currently employs about 90 staff and has developed a significant profile based upon the successful delivery of complex infrastructure projects.  These often last several years, providing long term revenue streams.  MR has particular expertise in the water, transport and power supply sectors, all of which are expected to grow in coming years. MR will further expand the RPS presence in New South Wales, complementing the skills of our urban planners, water, environmental and cultural heritage specialists and surveyors based in Sydney and Newcastle.

In the year ended 30 June 2011 the audited accounts for MR show revenues of A$27.2 million (£18.0 million, at an exchange rate of A$1.51 to £1) and profit before tax of A$5.8 million (£3.8 million).  Based on unaudited management accounts up to 31 May 2012 and an estimate of performance in June 2012, the revenue up to 30 June 2012 was in the order of A$23.7 million (£15.7 million) and profit for that period (after adjusting for non-recurring costs) was approximately A$5.2 million (£3.4 million).  Gross and net assets at 30 June 2012 were approximately A$ 9.4 million (£6.3 million) and A$6.4 million (£4.2 million) respectively.

RPS has acquired the entire share capital of MR for a maximum total consideration of A$£30 million (£19.9 million), all payable in cash.  Consideration paid at completion was A$18 million (£11.4 million), funded from the Group’s existing resources.  Subject to certain operational conditions being met, two further sums of A$6 million (£4.0 million), will be paid on the first and second anniversaries of the transaction.  If these operational conditions are not met, the deferred payments will not be made for 10 years.  The deferred amounts include the payment of market rate interest.  The vendors of the business are directors, staff and former staff.  The director and staff vendors are remaining with RPS.

Alan Hearne, Chief Executive of RPS, commented, “Although parts of the Australian economy are still feeling the effects of the global financial crisis, the RPS board continues to see selective investment in our Australian business as an attractive part of our strategy.  MR has an impressive track record and profile in markets likely to expand in coming years, particularly the provision of water, transport and power supply infrastructure.  We also see significant opportunities to introduce their skills to the energy infrastructure markets on both the east coast and in Western Australia”.

UK, London & Australia, Sydney

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Bglobal announces preliminary results for the year ended 31 March 2012

July 17, 2012 — Fusion DigiNet

Bglobal plc, the leading provider of smart metering solutions to the energy market has announced its preliminary results for the year ended 31 March 2012.

Highlights

  • Revenue of £18.41 million (2011: £28.99 million)
  • Recurring revenues increased by 29% to £9.21 million (2011: £7.14 million)
  • More than 175,000 smart meters now installed
  • DCDA revenues increased by 32% to £3.35 million (2011: £2.53 million)
  • Gross margins up to 60% (2011: 45%)
  • Adjusted EBITDA of £1.11 million (see note 1) (2011: £4.16 million) (see note 2)
  • Adjusted Operating profit £0.67 million (see note 3) (2011: £3.88 million) (see note 4)
  • Adjusted Profit before taxation of £0.62 million3 (2011: £3.81 million4)
  • Adjusted Profit after taxation of £1.18 million3 (2011: £3.10 million4)
  • Earnings per share 1.11p (2011: loss per share 1.51p)
  • Net cash generated from operations £1.87 million (2011: £2.32 million)

Notes

1 Before crediting £1.46 million contingent consideration adjustment and £0.04 million in relation to share based payments

2 Before charging £2.91 million contingent consideration adjustment, £0.19 million acquisition costs and £0.14 million in relation to share based payments

3 Before crediting £1.46 million contingent consideration adjustment, £0.04 million in relation to share based payments and before charging amortisation of acquired intangibles of £1.53 million

4 Before charging £2.91 million contingent consideration adjustment, £0.19 million acquisition costs, £0.14 million in relation to share based payments and amortisation of acquired intangibles of £1.28 million

Tim Jackson-Smith, Group Chief Executive of Bglobal, commented: “In the last 12 months the Group has focused on developing its Smart Meter Services Platform, including the ability to offer a SMETS compliant dual fuel metering system, and extending its reach into energy services. We have made great progress on both of these fronts and these initiatives have demonstrated the strengths that each part of our business has and how they set us apart from our competition.  The Group has maintained its market leading position in bringing new entrants into the UK energy market, having introduced three companies since the beginning of 2012. The Board is confident that the Group has the resources and ability to play a leading role in the foundation stage of the mass rollout of smart meters and, through the delivery of smart data, to work with our customers to help them use less and pay less for their energy.”

UK, Darwen, Lancashire

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PHSC plc to acquire QCS International

July 17, 2012 — Fusion DigiNet

PHSC plc, the Aylesford-based provider of health, safety and environmental services to corporate and public sector clients, is to acquires QCS International Limited (QCS). The acquisition will complete on 31 July 2012.

QCS is a company incorporated in Scotland, and was established in 1987. The company specialises in quality, environmental, and health and safety management systems and assists organisations by providing practical support and training in systems such as ISO 9001, ISO 14001, OHSAS 18001 and ISO 13485.

QCS achieved adjusted operating profits of approximately £100,000 in the year to April 2011 according to unaudited management accounts that have been substantiated as part of the due diligence process. The consideration payable will be £160,000 in cash, together with the issue of 79,186 new ordinary shares in the capital of the Company at completion, £160,000 on the first anniversary and a final payment of between £40,000 and £80,000 two years after completion, subject to certain targets being achieved.

The cash and cash-equivalent net assets of QCS will be purchased £ for £ after the preparation of completion accounts. Application will be made to the London Stock Exchange for the 79,186 new ordinary shares to be admitted to trading on AIM, with admission expected to take place on 1 August 2012. Following admission of the new ordinary shares, PHSC will have a total of 10,461,159 ordinary shares in issue.

The acquisition of QCS will enable the Group to offer a number of new services. It will also help to expand the Scottish marketplace for the Group, in that QCS will be able to introduce all of the Company’s services to their existing clients.

One of the Company’s existing subsidiaries, Quality Leisure Management Limited, already has a strong client base in Scotland. While around 20 percent of QLM’s customers are in Scotland, clients are currently serviced from personnel based in England. The acquisition will enable QLM to run a satellite operation from QCS’ Scottish offices.

Rosalynne Shields, currently Commercial Director of QCS, is to become Managing Director upon completion and to remain with QCS for a minimum of two years. She will replace Mike Izon, who will resign from the board and leave the company. All other QCS personnel will stay in post, and the company will continue to operate from its leasehold premises in Cumbernauld.

UK, Aylesford & Cumberland

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A Fusion Deal: Econsultancy sold to Centaur

July 10, 2012 — Fusion DigiNet

Fusion Corporate Partners are pleased to announce our latest deal, the sale of Econsultancy.com Limited to business information and events group Centaur Media plc.

Econsultancy is a leading digital and events-led information provider to the global digital marketing and e-commerce community in the UK, with a growing presence in the USA, Middle East, Asia and Australia. Econsultancy’s revenues stem from subscriptions, events, training, professional qualifications and media. The company has approximately 110,000 registered users and approximately 5,000 subscribers.

Centaur are paying an initial consideration of £12m in cash, with deferred consideration of up to £38m due in 2016, based on EBITDA performance for the year ending December 2015.

Econsultancy was founded in 1999. In the financial year to 31 December 2011, Econsultancy reported revenues of £6.6m (representing an increase of 50 per cent. on the prior period) and adjusted EBITDA of £1.1m. Econsultancy’s CEO and key executives will remain with the business following the acquisition

The acquisition is a key part of the strategy to transform the Centaur Group into a predominantly digital and events-led business. The deal complements Centaur’s market-leading publications, events and digital services in the marketing, design and creative sectors.

Geoff Wilmot, Centaur Chief Executive, said, “The earnings enhancing acquisition of Econsultancy provides us with an exciting opportunity to acquire a leading information brand in a high growth sector with global potential which fits well with Centaur products including Marketing Week and New Media Age. Econsultancy is highly complementary with Centaur and gives us a prominent position in the rapidly growing digital marketing sector with the opportunity to scale internationally. We see considerable potential for collaborative growth through leveraging our existing position in marketing and the development of high value, paid-for information services.”

Paul Slight, Director at Fusion, said, “We were delighted to work with the team at Econsultancy. The company has become the leading source of independent advice and insight on digital marketing and ecommerce. It will be an excellent fit with Centaur products.”

UK, London

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OTHER FUSION DEALS:

Media and Information

Business Services
Events, Broadcast and Other deals
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Hellman & Friedman takes controlling stake in Wood Mac

July 4, 2012 — Fusion DigiNet

Private equity group Hellman & Friedman is to take a majority stake in energy analysis group Wood Mackenzie in a deal that values the company at £1.1 billion pounds ($1.7 billion). Wood Mac produces research on the oil, gas, metals and power markets

Vendor Charterhouse will retain a 13 percent interest. The sale means Charterhouse has seen its initial investment double in value, having repaid nearly £150m of the £420m debt it used to acquire Wood Mackenzie from Candover for £553m in 2009.

Hellman & Friedman will take a 63 percent stake in the business, while Wood Mackenzie’s management and staff will hold a 24 percent interest in the company.

Wood Mac’s management and staff led by Chief Executive Stephen Halliday will hold a 24 percent equity stake in the company, valued at 132 million pounds under the Hellman deal.

Wood Mac is projected to make EBITDA of 88 million pounds in 2012, rising to 100 million in 2013.

UK, Edinburgh, Scotland

 

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Utilitywise to list on AIM

June 18, 2012 — Fusion DigiNet

South Shields based energy consultancy, Utilitywise has began trading on AIM. It raised £6.86m gross through a placing of shares at 60p each with institutional investors, giving a market capitalisation of £36.9m.  The money will be used to finance further organic growth as well as growth through acquisitions.

In the 12 months ending 31 July 2011 the Company reported a profit before tax of £3.5 million on revenues of £11.7 million. Nominated advisor FinnCap is forecasting £4.1m pre-tax profit in the year to end July 2012, rising to £6.6m in 2012/13.

Utilitywise has enjoyed huge success since it was founded 6 years ago by father and son team Geoff and Adam Thompson. It specialises in business energy procurement and energy management. The Company negotiates rates with energy suppliers on behalf of commercial end-users and offers a range of products and services to help customers manage their energy consumption. Utilitywise clients stretch the length and breadth of the UK.

After the IPO  Geoff Thompson retains 56 per cent of the shares, Adam Thompson 16% and Andrew Richardson, FD, 8%.

The business has grown over the past few years, with over 100% growth in turnover in the last year. The Company’s growth has been achieved as a result of its focus on three key elements: its investment in IT infrastructure, its focus on business process management and the development of its energy services offering.

Utilitywise moved into new offices in Market Dock, South Shields in January this year which were officially opened by local MP David Milliband. It currently employs 230 people, making it one of the largest private sector employers in the region and, according to Chief Operating Officer Adam Thompson, its plans don’t stop there: “Tyneside has a real depth of talented individuals and we are delighted to be one of the largest employers in the area. We’ve recently moved to larger offices and dedicated further investment in training and human resources to give our staff the tools they need to succeed.“

UK, South Shields

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MITIE acquires Norwegian facilities management business

June 8, 2012 — Fusion DigiNet

MITIE Group PLC, the strategic outsourcing and energy services company, has acquired the facilities management business of Dalkia Energy & Technical Services AS  in Norway.

MITIE has acquired the FM contracts and the majority of the employees of Dalkia FM for a total maximum cash consideration of NOK 10m (£1.06m) subject to certain conditions being satisfied over the period to 7 September 2012. Dalkia FM reported revenues of NOK 27.7m in the year ended 31 December 2011.

Ruby McGregor-Smith CBE, Chief Executive, MITIE Group PLC, commenting on the transaction, said, “This is a further step in our strategy to develop MITIE’s ability to support our clients overseas.  We are delighted to welcome the employees to MITIE.”

UK, Bristol & Norway, Oslo

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