Pinewood Shepperton acquires remain 50% interest in Shepperton Studios Property Partnership

Pinewood Shepperton plc , a provider of services to the film and television industry, has acquired the 50% interest in the Shepperton Studios Property Partnership formerly owned by clients of Aviva Investors. As a result, the Company is now the sole owner of SSPP.

In 2006, Aviva and the Company formed SSPP as a 50-50 joint venture to hold and develop the land and buildings of Shepperton Studios under a 999 year lease and to underlet it to Shepperton Studios Ltd (wholly owned by the Company) for 20 years. At that time, Aviva made a total payment of £30.5 million comprising £10.5 million in cash and a long term loan of £20 million to SSPP.

Since 2006, SSPP has invested some £9.8 million in new developments at Shepperton Studios and SSL has achieved consistent earnings growth through optimising occupancy of the Studio’s soundstages and ancillary production facilities.

Today’s acquisition comprises a total cash payment to Aviva of £36.8 million, including the full repayment and cancellation of the now £24.0 million of drawn debt facility within SSPP provided by Aviva.

The 50% share of the SSPP net assets acquired was £9.5 million as at 31 December 2013, including the £24.0 million of Aviva debt funding, and 50% of the net income for the year ended 31 December 2013 was £2.8m.

Ivan Dunleavy, Chief Executive, Pinewood Shepperton plc, said, “The purchase of Aviva’s interest in SSPP will give the Company full control over the Shepperton site and future investment in the facilities there. We thank Aviva for their contribution and investment in Shepperton Studios over the past eight years.”

UK, Shepperton, Middlesex

Motive Television acquires the remainder of its Spanish subsidiary

Motive Television plc has reached agreement with CCAN 2005 Inversiones Societarias, S.C.R., S.A. De Regimen Simplificado to acquire the remaining 32.3% of Motive Television SL, (its Spanish subsidiary), that it does not own for €600,000. The agreement also resolves a two-year legal dispute between Motive and CCAN that has been active in the courts in Spain and the United Kingdom.

The acquisition is being part financed by a placing of 6,153,846,154 new ordinary shares priced at £0.00013 each to raise gross proceeds of £800,000.

€600,000 will be used to finance the CCAN settlement and the balance will be used to accelerate the rollout of Tablet TV in the United States, United Kingdom, and other markets.

In October 2010, the Company acquired 67.7% of Adecq Digital S.L. (since renamed Motive Television S.L.) from its founders for €4.2 million. CCAN owned the remaining 32.3% until 3 July 2012 when it underwent a change of control and Motive exercised its rights under the Shareholder Agreement to acquire the CCAN stake at nominal value. Subsequently, CCAN notified the Company that it intended to exercise its rights under a Put Option to sell its shares to Motive for €2.1 million, and the ownership transfer has been in legal dispute since then.

Michael Pilsworth, Chairman of Motive Television plc, said, “This acquisition resolves the long-standing legal dispute between the Company and CCAN and gives Motive complete ownership of its subsidiary that owns its patented IPR. It allows management to focus on the upcoming launches of Tablet TV in the United States and the UK and on building our business.”

UK, London & Spain, Barcelona

BSkyB completes acquisition of Sky Italia and 89.71 % of Sky Deutschland

sky summer_logoBSkyB has completed its acquisition of Sky Italia S.r.l and takeover offer for Sky Deutschland AG.

Previous reporting.

The Company has acquired 89.71% of the share capital of Sky Deutschland, with 87.45% acquired through the offer process and the balance acquired subsequent to the close of the offer acceptance period on 3 November 2014.

The acquisition of Sky Italia was for a total consideration of £2.45 billion, £2.07 billion paid in cash and the balance through the transfer to 21st Century Fox of BSkyB’s 21% stake in National Geographic Channel International.

The acquisition of 87.45% of Sky Deutschland through the offer process was for a total consideration of €5.50 billion (representing €6.75 per share), with a further 2.26% being acquired at an average price of €6.20 per share, amounting to €5.63 billion in aggregate.

The enlarged group will serve 20 million customers across five countries: Italy, Germany, Austria, the UK and Ireland. It will also be one of the largest employers in the sector with 31,000 staff across 30 main sites.

Group Chief Executive, Jeremy Darroch will oversee the enlarged group as well as continuing to lead the UK and Ireland business while Andrew Griffith will be Group Chief Financial Officer. Andrea Zappia will continue to lead the business in Italy as Chief Executive of Sky Italia and Brian Sullivan remains Chief Executive of Sky Deutschland AG.

UK, London & Italy, Milan & Germany, Unterföhring, Bavaria

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Sky tops up its investment in Roku

sky summer_logoSky has made a further $0.7m equity investment in Internet streaming device maker Roku. This follows the total investments of $12.2m made by Sky in Roku in July 2012 and May 2013, and is to provide financing for Roku’s operations and activities.

Sky’s press release also mentioned that 21st Century Fox have also made a further equity investment in Roku,” but didn’t provide financial details.

USA, New York, NY & UK, London

WPP and ITV invest in digital content studio Indigenous Media

wppWPP is taking a significant minority stake in Indigenous Media along with ITV, the UK’s largest commercial broadcast network.

Indigenous Media LLC is a new digital studio that produces high-quality scripted content and develops channel brands for content distribution, founded by award-winning film makers Jon Avnet, Rodrigo Garcia and Jake Avnet.

itvWPP and ITV will contribute advertising and distribution expertise, allowing Indigenous Media to focus on creating content that will attract brand sponsorships, and global distribution on multiple platforms. Other investors include Advancit Capital and individuals including Steven Tisch, Michael Price and Dr. Aaron Stern. Indigenous Media is based in Los Angeles.

Indigenous Media will focus on producing scripted hour-long and half-hour long series for digital platforms worldwide, as well as developing multi-platform content brands. Director/producers Jon Avnet (Black Swan, Justified, Fried Green Tomatoes, Risky Business), Rodrigo Garcia (Albert Nobbs, In Treatment, Big Love, Last Days in the Desert), and Jake Avnet have won Oscars, Emmys and Tonys for their work. They bring well established relationships with such talents as Julia Stiles, Jennifer Beals, America Ferrera, Jennifer Garner, Anna Paquin, Maggie Grace and Alfred Molina, and writers/directors Marta Kauffman, Betty Thomas, Lesli Linka Glatter, Paul Brickman, and Neil LaBute to the new company.

The Avnets and Garcia have already won critical acclaim for the female-centric WIGS digital content model they founded, which has Fox Broadcasting as its strategic partner. WIGS, which is available on Hulu and FOXNOW, develops high-quality original series, short films, and documentaries, all starring female leads. WIGS has been recognized by The Webbys, Streamy’s, IAWTV, and Writers Guild of America, among others.

UK, London & USA, Los Angeles, CA

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RTL Group buys 65% of video advertising platform SpotXchange

RTLRTL Group, the European entertainment network, is to acquire a 65 percent majority stake in the Denver-based video advertising platform SpotXchange. RTL, which is controlled by German media conglomerate Bertelsmann, will pay $144 million for the company which was founded in 2007 by Michael Shehan (CEO) and Steve Swoboda (COO and CFO).  RTL Group also has the opportunity to acquire the remaining shareholding in the future.

spotxchange-logoSpotXchange provides a comprehensive video advertising monetisation platform to hundreds of publishers including such as The Atlantic, Hearst Corporation, Meredith Video Studios, Mail Online, NDN and Adaptive Media. Over one billion auctions for video advertising impressions are transacted through the SpotXchange platform daily, with ads delivered to 335 million people in over 100 countries per month. The company currently has 180 employees with headquarters in Denver, Colorado, and offices in several US and international locations. SpotXchange’s current investors include H.I.G. Growth Partners, the dedicated growth capital investment affiliate of H.I.G. Capital.

The joint statement from Anke Schäferkordt and Guillaume de Posch, Co-CEOs of RTL Group said, “Following our investments in non-linear TV services and in multi-channel networks on Youtube, RTL Group has already become the leading European media company in terms of online video views. The logical next step in our strategy is a structural move into the area of digital monetization – improving our skills by adding innovative data- and technology-based competencies. SpotXchange is the perfect fit for RTL Group for such a move: it has a first-class management team that has built a leading, state-of-the-art platform for programmatic selling of online video advertising. With its impressive growth story and strong positioning in the United States, SpotXchange also represents a unique opportunity to enhance RTL Group’s presence in the world’s biggest and most advanced media market.”

RTL Group will appoint three of five members of the Board of SpotXchange. Michael Shehan and Steve Swoboda will continue to manage the day-to-day operations of the company, reporting to its Board.

RTL Group and the management team of SpotXchange have developed a joint growth plan to keep SpotXchange on its current growth path in the US and Asian-Pacific region, while simultaneously focusing on an accelerated roll-out in Europe.

Luxembourg & USA, Denver, CO

 

 

Apple to acquired radio app Swell for $30

swell-appApple is acquiring the personalised talk-radio app Swell, adding to its existing iTunes radio music streaming service and Podcast app. The story was broken on Monday by Re/Code. According to Re/Code the The deal is worth around $30 million.

Swell is a product out of Concept.io, a startup founded back in 2012 in Mountain View and led by CEO and co-founder G.D. “Ram” Ramkumar. Swell had raised $7.2 million from investors including DFJ, Google Ventures and InterWest Partners.

For now the Swell app and the Swell.am websites just display a “Thank you” message. No mention is made of the Apple acquisition, nor if the service will be switched back on.

USA, Cupertino, CA & Mountain View, CA

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Scripps, Journal merging broadcast operations, spinning off Newspapers

scrippsThe E.W. Scripps Company and Journal Communications have agreed to merge their broadcast operations and spin off and then merge their newspapers, creating two separately traded public companies.

The merged broadcast and digital media company, based in Cincinnati, will retain The E.W. Scripps Company name, and the Scripps family shareholders will continue to have voting control. The company will have approximately 4,000 employees across its television, radio and digital media operations and is expected to have annual revenue of more than $800 million.

jrn-communications-logoThe newspaper company will be called Journal Media Group and will combine Scripps’ daily newspapers, community publications and related digital products in 13 markets with Journal Communications’ Milwaukee Journal Sentinel, Wisconsin community publications and affiliated digital products. The company, with expected annual revenue of more than $500 million and approximately 3,600 employees, will be headquartered in Milwaukee.

The deal is expected to close in 2015. Read the full announcement here.

USA, Cincinnati, OH & Milwaukee, WI

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BSkyB to acquire Sky Italia and a 57.4% stake in Sky Deutschland

sky summer_logoBSkyB is to acquire 21st Century Fox’s 100% stake in Sky Italia and its 57.4% interest in Sky Deutschland.

The total consideration for the acquisition of Sky Italia is £2.45 billion with approximately £2.07 billion to be paid in cash and the balance to be satisfied through the transfer of BSkyB’s 21% stake in National Geographic Channel International to 21st Century Fox at a value of £382 million.

The acquisition of 21st Century Fox’s shareholding in Sky Deutschland is for a consideration of £2.9 billion in cash, valuing Sky Deutschland at €6.75 per share.

The transactions are subject to regulatory and independent shareholder approval.

Jeremy Darroch, BSkyB’s Chief Executive, said: “This transaction will create a world-class, multinational pay TV business with enhanced headroom for growth and immediate benefits of scale. The three Sky businesses are leaders in their home markets and will be even stronger together. By creating the new Sky, we will be able to use our collective strengths and expertise to serve customers better, grow faster and enhance returns.”

The acquisitions will take BSkyB from 11.5 million customers to 20 million. On an aggregated basis, group revenues will increase from £7.6 billion for the standalone BSkyB to £11.2 billion.

21CFFollowing the agreement to acquire 21st Century Fox’s 57.4% stake in Sky Deutschland, BSkyB has announced that it will launch a voluntary cash offer to Sky Deutschland’s minority shareholders at €6.75 per share. There is no minimum acceptance condition as BSkyB believes it can realise the advantages of closer collaboration with Sky Deutschland and support its continued growth and development with the 57.4% stake it is acquiring through this transaction.

Subject to the number of Sky Deutschland minority shareholders that accept the offer, the total cash consideration overall may be up to approximately £7.0 billion.

The consideration will be funded in part by the proceeds of a placing of 156.1 million new Ordinary Shares representing approximately 9.99% of the issued share capital of BSkyB. 21st Century Fox has irrevocably undertaken to participate in the placing pro rata in order to maintain its holding in BSkyB at the current level of 39.14%. The remaining consideration will come from a combination of new debt facilities and cash resources.

In addition to the enhanced growth profile of the enlarged group, BSkyB expects to be able to realise £200 million of run-rate cash synergies by the end of the second full financial year after completion, with further additional synergies expected in subsequent periods. The significant majority of synergies are expected to arise from the UK and Italy being the two businesses with larger and more similar direct to home operations. Other than the acquisition of acquired programming rights, cost savings are expected across most areas of the business including the production of live events, commissioning, back office IT systems, rationalisation of suppliers and, over time, in product and set top box development. Management’s current estimate is that the costs to achieve these synergies will be around £150 million.

 UK & Germany & Italy

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Sky acquires majority stake in Love Productions

sky summer_logoSky has acquired a 70 per cent stake in Love Productions, a UK-based independent production company founded in October 2004 by Richard McKerrow and Anna Beattie.

Love Productions has production bases in London, Bristol, New York and Los Angeles. Love Productions programmes include Great British Bake-off, Great British Sewing Bee, Baby Borrowers, Famous Rich and Homeless, Benefits Street, Make Bradford British and My Last Summer.

love productionsLove Productions will continue to operate as a distinct company under its new ownership structure. This means it will carry on producing programmes for all the major UK broadcasters, as well as creating new programmes and formats for sale around the world. McKerrow and Beattie will continue to run the company with the current senior management team.

Sophie Turner Laing, Managing Director, Content, Sky said: “This is a significant step for our growing international content business. Love is one of the UK’s most innovative and creative independent producers with a track record of success across a range of genres, both in the UK and globally. Led by Richard and Anna, Love has a hugely talented team with exciting plans for the future. We are really looking forward to supporting them as they build on their relationships with different broadcasters throughout the industry and helping them to grow the business”.

Sky’s international distribution business, Sky Vision, will become Love Productions’ distribution partner, representing all new finished programmes and formats.  Love Productions’ current agreements with other broadcasters and distributors will remain unchanged.

UK, London

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