Sky acquires Parthenon Media Group

Sky is to establish a new distribution arm to market the international rights to its originated content. As part of the move, Sky has completed the acquisition of Parthenon Media Group, a leading independent international distribution and multi-media rights management company.

The current Parthenon team, led by founder and CEO, Carl Hall, will lead the new function within Sky, reporting to Sophie Turner Laing, Sky’s MD of Entertainment, News and Broadcast Operations.

Sophie Turner Laing, comments: “As we continue to increase investment in UK production, this is a natural step in the evolution of Sky’s content business.  We are producing world class television – innovative, creatively ambitious and, in many cases, on an epic scale. It’s only right that we match this with world class aspirations for how we take this content to as wide an international audience as possible.”

“We are delighted to be moving into distribution with Carl and the team at Parthenon.  I’m confident that together we will be able to create a model that delivers great opportunities for our independent production partners as well as Sky.  This is a tremendously exciting time, both for us and those who are making great TV with us.”

UK, London

 

Nexstar Broadcasting and Mission Broadcasting to Acquire 12 Television Stations

Nexstar Broadcasting Group and Mission Broadcasting are to acquire twelve television stations and associated digital sub-channels in eight markets from entities controlled by privately-held Newport Television for $285.5 million. Nexstar will acquire ten stations as well as Newport’s Inergize Digital media operations and Mission will acquire two stations in Little Rock, AR.

Nexstar and Mission have also secured commitments for new $645 million Senior Secured Credit Facilities comprised of a $570 million Term Loan B due 2019 and a $75 million Revolving Credit Facility due December 2017.

Newport Television Stations to be acquired by Nexstar Broadcasting Group

    Market   Market Rank   Station   Affiliation
1   Salt Lake City, UT   33   KTVX   ABC
2   Salt Lake City, UT   33   KUCW   CW
3   Memphis, TN   49   WPTY   ABC
4   Memphis, TN   49   WLMT   CW
5   Little Rock, AR*   56   KLRT   FOX
6   Little Rock, AR*   56   KASN   CW
7   Syracuse, NY   84   WSYR   ABC
8   Binghamton, NY   157   WBGH   NBC
9   Binghamton, NY   157   WIVT   ABC
10   Elmira, NY   174   WETM   NBC
11   Jackson, TN   176   WJKT   FOX
12   Watertown, NY   177   WWTI   ABC

* to be acquired by Mission Broadcasting

Perry A. Sook, Chairman, President and Chief Executive Officer of Nexstar Broadcasting Group, Inc., commented, “The Newport transaction is a transformational event for Nexstar from a strategic and operational standpoint and will bring very significant free cash flow accretion to the Company immediately upon closing. The acquisition significantly expands our revenue and operating base with stations where we can quickly apply our operating and management disciplines to meaningfully improve their performance which we believe will drive strong cash flow growth.”

In the first year following the closing of the transaction the twelve Newport stations and Inergize are expected to contribute approximately $110 million in incremental net revenue. In 2014, the anticipated second year of the combined operations, Nexstar believes the combined entity will generate approximately $550 million in net revenue. Giving effect to approximately $19 million in projected synergies, the acquisition is expected to generate approximately $55 million in additional EBITDA (definitions and disclosures regarding non-GAAP financial information are included later in this announcement) and is expected to provide free cash flow accretion in the first year of approximately 45% over the levels expected to be generated by Nexstar’s and Mission’s existing operations. The purchase price represents a multiple of approximately 5.5 times the average 2011/2012 broadcast cash flow of the acquired stations after giving effect to the anticipated operating improvements and synergies identified by Nexstar.

Nexstar and Mission plan to finance the acquisition of the Newport stations with new $645 million Senior Secured Credit Facilities comprised of a $570 million Term Loan B due 2019 and a $75 million Revolving Credit Facility due December 2017. In addition to financing the Newport transaction, Nexstar intends to use the proceeds of the new facilities to refinance its existing Credit Facilities, including amounts outstanding on its First Lien Revolving Credit Facility and its First Lien Term Loans, and to redeem all of its aggregate outstanding principal amount 7% Senior Subordinated Notes due January 15, 2014 and all of its aggregate outstanding principal amount 7% Senior Subordinated PIK Notes due January 15, 2014.

The new credit facilities are being led by Bank of America Merrill Lynch, UBS Investment Bank and RBC Capital Markets as joint lead arrangers and joint bookrunners.

Completion of the Newport transaction, expected to close in the fourth quarter of 2012, is subject to Federal Communications Commission approval, the expiration of the applicable Hart-Scott-Rodino waiting period and other customary closing conditions.

USA, Irving, TX

Sinclair Broadcast Group to purchase 6 Newport TV stations; Also to purchase assets of WTTA-TV

Sinclair Broadcast Group is to purchase the broadcast assets of six television stations owned and/or operated by Newport Television for $412.5 million.  The six stations are located in five markets and reach 3.0% of the U.S. TV households.  The transaction is subject to approval by the Federal Communications Commission, and antitrust clearance.  The Company anticipates the closing and funding of the acquisition to occur no earlier than December 2012, subject to closing conditions.  Upon closing, the Company expects to finance the $412.5 million purchase price, less a $41.25 million deposit, through cash on hand along with a bank loan and/or by accessing the capital markets.

“David Smith, President and CEO of Sinclair, said,  “The Newport stations acquisition is consistent with our focus of adding “big four” affiliates in mid-sized markets and strengthening our in-market positions.  Assuming our ability to create synergistic opportunities and given current market conditions, we believe the stations will be free cash flow accretive and add approximately $55.0 to $60.0 million of pro forma TV operating cash flow, on average, for 2012/2013.

The stations to be acquired are:

  • WKRC (CBS 12) Cincinnati, Ohio (DMA 35)
  • WOAI (NBC 48) San Antonio, Texas (DMA 36)
  • WHP (CBS 21) Harrisburg/Lancaster/Lebanon/York, Pennsylvania (DMA 41)
  • WPMI (NBC 15) and WJTC (IND 45) Mobile, Alabama/Pensacola, Florida (DMA 60)
  • KSAS (FOX 26) Wichita/Hutchinson, Kansas (DMA 67)

Sinclair will also acquire Newport’s rights under the local marketing agreements with WLYH (CW 23) in Harrisburg, PA and KMTW (MNT 35) in Wichita, KS, as well as options to acquire the license assets.

Sinclair  is also purchasing the assets of Bay Television, which owns WTTA-TV (MNT) in the Tampa/St. Petersburg, Florida market, for $40 million.  Bay TV is owned primarily by our controlling shareholders.  Since 1998, Sinclair has operated WTTA pursuant to a local marketing agreement, which will be terminated upon closing. The transaction is expected to close in the fourth quarter of 2012, subject to approval of the FCC.

USA, Baltimore, MD

Independent News & Media PLC to explore “strategic options” for its South African operation

Independent News & Media PLC has just announced announced that it has appointed Investec and Canaccord Genuity Hawkpoint to explore a range of strategic options for its South African operation.

According to the announcement, “This process follows informal and unsolicited expressions of interest in respect of INM SA at a time when INM continues to assess a range of strategic options to delever its balance sheet.  No divestment decisions have been taken by the Company.”

Earlier today INM announced that Donal Buggy is to leave the group on 5th October, He will will be replaced as Group Chief Financial Officer by Eamonn O’Kennedy. Eamonn joined INM in 1999 as Group Finance Manager in the Group’s Head Office. In 2007, he was appointed Finance Director of the Group’s Irish operations and was appointed Finance Director of the Island of Ireland operations in 2011.

UK, London & Ireland, Dublin

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TiVo to acquire TRA

TiVo is to acquire TRA, a media marketing and analytics software company whose products help advertisers, agencies and television networks improve advertising targeting, accountability and return on media investment. TRA matches television exposures from 1.5 million TV homes with specific purchase transactions. The new unit will be known as TiVo Research and Analytics.

Tom Rogers, CEO and President of TiVo said, “TV has long been the best medium for advertisers to influence what consumers buy. TRA has proven its platform can determine the effectiveness of TV advertising by connecting the exposure of ads to actual purchases, helping advertisers identify the right audience and get the most out of their ad dollars. TRA has driven a substantial client list of advertisers, agencies and networks with this proposition. With this new level of unique audience insights and analytics, TiVo will be able to provide insights nobody else has in an industry increasingly seeking alternative ways to measure audience behavior accurately while increasing efficiencies in media spending.”

TRA has more than 45 brand clients and 27 network clients including CBS, A&E Television Networks, ION Media, Procter & Gamble, Oscar Mayer and Starcom MediaVest Group, among others.

TiVo will pay approximately $20 million for TRA. TiVo expects the transaction to close this month. TRA’s revenue is on track to increase significantly in 2012.

 

USA, Alviso, CA

Perform acquires Turkish digital sports media company Mackolit

Perform Group plc a company that distributes and commercialises sports content across connected digital platforms, has acquired a majority stake in Mackolik Internet Hizmetleri Ticaret A.S. which owns and operates a number of Turkey’s sports websites including mackolik.com and sahadan.com.

Perform is acquiring an initial 51% stake in the business for cash consideration of 40.8 million Turkish Lira (TRY) (£14.6 million) based on an agreed ten times multiple calculation of the full year audited EBITDA results of the business for the year ending 31 December 2012.  This initial payment will be made out of the Group’s existing cash resources and will be adjusted if reported EBITDA for 2012 is higher or lower than the current forecast of TRY 8 million.  In addition, Perform will acquire the remaining 49% for cash, based on an agreed ten times multiple calculation of the average full year audited EBITDA results of the business for the years ending 31 December 2014 and 2015 weighted 25% and 75% respectively, with maximum additional consideration payable in March 2016 of up to £60.4 million.

Oliver Slipper, joint CEO of Perform commented: “We continue to execute our strategy of augmenting our strong organic growth with selective acquisitions and are delighted to have announced the acquisition of Mackolik. Turkey is a hugely exciting opportunity for Perform, given the rapid growth in online advertising and internet usage and its young and growing population.  Within this important geography, Mackolik is the clear market leader with a fantastic portfolio of websites and content.  We are delighted to be able to welcome Mackolik to the Perform Group.”

Perform will report first half results on 30th August 2012.

UK, London & Turkey

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Tesco has bought digital music platform WE7

Tesco has acquired WE7, a leading digital music platform, which will offer customers a wider choice in how they consume music and complement Tesco’s current music offer in store and online. Tesco has bought a 91% stake and will purchase the remaining shares within a period of weeks. The purchase price was £10.8 million.

The move follows the acquisition last year of blinkbox – recently voted the UK’s best online movie service by Channel 5’s The Gadget Show – and is the latest step in Tesco’s strategy to offer customers new and innovative ways of accessing digital entertainment.

WE7 is a leading free-to-listen, personalised internet radio service where customers can listen to the music they love and discover new music that they might like, based on their previous selections. With an extensive library of 11 million tracks, WE7 offers the latest releases, well-known classics and a comprehensive catalogue of all music genres.

The service is available at www.WE7.com on PC and Mac and via apps on iPhone, iPad and Android smart phones and tablets. Tesco plans to launch additional digital music services from the WE7 platform in the coming months.

Mark George, Digital Director at Tesco, said “Customers and technology together are transforming the way we listen to music.  Tesco is already one of the UK’s largest retailers of CDs; this move will help us offer a greater choice for the growing number of customers who want to access music instantly on any device, whenever and wherever they want. WE7 has a great team and a good technology platform from which we can launch a range of digital music services in the future.”

Steve Purdham, CEO of WE7 said “We are very excited by the prospect of teaming up with Tesco. With its loyal customer base, numerous marketing channels and international reach, we believe Tesco is the perfect partner to bring WE7’s music services to a wider audience. Tesco has been an innovator in entertainment retailing for many years and we look forward to continuing this innovation digitally.”

UK, Hertfordshire

Mood Media Corporation acquires BIS for €22.5M

Mood Media Corporation has acquired BIS Group, a provider of commercial audio-visual installation in the Benelux region, for a consideration of €22.5 million in cash. Mood Media is an in-store media specialist that helps its clients communicate with consumers with a view to driving incremental sales at the point-of-purchase.

In the year ended December 31, 2011, BIS recorded revenue of €46.1 M and Profit Before Tax of €2.6 M.

Lorne Abony, CEO & Chairman of Mood Media Corporation, commented, “We are excited about the BIS acquisition for a number of reasons.  Firstly, the acquisition’s merits on a stand-alone basis are compelling; Mood is acquiring a well-established business with a strong market position at an attractive value. Most critically, however, we believe that BIS’s sophisticated and comprehensive installation capabilities will enable Mood to better capitalize on its tremendous visual market opportunity and grow its visual recurring revenue base more efficiently.

The acquisition is in step with Mood’s growth strategy of driving organic sales growth by enabling the enlarged group to offer an expanded range of products and services.  The integration of BIS with Mood also offers further opportunities to centralise and realise scale economies from the combined organisation.

Canada, Toronto & The Netherlands, Ridderkerk

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

WPP’s Penn Schoen Berland acquires First Movies International

WPP’s wholly-owned global strategic communications consultancy firm Penn Schoen Berland has acquired First Movies International which has operations in London and Los Angeles.

Founded in 2000, First Movies is a research-based strategic consultancy that serves film companies on a global basis. Clients include many of the major film studios, independent distributors, production companies and industry affiliates. The business employs research consultants in the US and UK and key partners include Disney, Paramount, Sony Pictures and 20th Century Fox.

First Movies’ capabilities will complement Penn Schoen Berland’s existing media and entertainment practice by giving it a bigger footprint and an increased capability to service its clients’ global research needs.

UK, London and USA, Los Angeles, CA

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