Pearson acquires GlobalEnglish for $90M

Pearson has acquired GlobalEnglish for $90 million in cash.

Founded in 1997 in California, GlobalEnglish is a leading provider of cloud-based, on-demand Business English learning, assessment and performance support software. It serves more than 450 corporate customers, including 20 per cent of the Forbes Global 2000 companies, including General Electric, HSBC, Tata Consultancy Services and Unilever. Its product suite is uniquely suited to serve the needs of global professionals with a comprehensive offering – formal Business English learning coursework, informal and social learning capabilities, performance support tools, an enterprise collaboration platform, a mobile app, assessments and a premium one-on-one coaching service. GlobalEnglish’s Business English content is also entirely focused on the application of Business English to real life business situations such as composing emails and participating in conference calls, and its efficacy is highly rated by global companies and their employees. Approximately 75 per cent of GlobalEnglish’s more than 200,000 active subscribers are in fast growing economies in Latin America and Asia.

GlobalEnglish complements Pearson’s adult English language training business, Wall Street English, by enabling Pearson to expand more rapidly into the corporate market with cost-effective and scalable cloud-based Business English software solutions and to offer the world’s pre-eminent companies a full suite of relevant products and services.

In 2011 GlobalEnglish generated revenues of approximately $42m with high renewal rates. The company has more than 200 employees across more than 20 countries and has product development offices in Silicon Valley (USA), India and Korea. Pearson will be expensing integration costs relating to GlobalEnglish in 2012 and expects the acquisition to enhance adjusted earnings per share and to generate a return on invested capital above Pearson’s weighted average cost of capital from 2013, its first full year.

John Fallon, Chief Executive of Pearson’s International education business, said, “The rise of English as a global language of business continues. This acquisition enables Pearson to play a much more systematic role in meeting the need of major companies around the world for quality, effective, scalable and relevant English language learning. We can combine services, technology, brands and content from across the Pearson family with the GlobalEnglish product portfolio to enrich the learning experience and enhance further the effectiveness of the teaching.”

UK, London &  USA, Silicon Valley, CA

Bloomberg Acquires PolarLake

Bloomberg LP has acquired Dublin-based software provider PolarLake.

“The PolarLake purchase is a strong signal to the marketplace that Bloomberg intends to be a leader in the enterprise data management business,” said Thomas Secunda, Bloomberg Co-Founder and Global Head of Bloomberg’s Financial Products and Services.

PolarLake, a leader in reference data management, distribution and integration, will become a wholly owned subsidiary of Bloomberg, but will operate as an independent business unit. It will have separate facilities and operations staff, so it can provide the highest levels of security, privacy and permissioning for the data it receives. Geller & Co. advised Bloomberg on the transaction.

USA, New York, NY & Ireland, Dublin

UBM Aviation Routes Limited acquires Airlineroute.net

UBM Aviation Routes Limited has acquired Airlineroute.net, an online blogging website for route development scheduled changes. Airlineroute.net is the airline network planning community’s top blogging site and it is used by thousands of airline network planners and airport aviation professionals each day.

The blog will be integrated into the news section of Routesonline, the online route development forum and official website of Routes, which has, since its re-launch in May 2008, been a central source of route development information to airports and airlines.

Routesonline also allows airports to promote their market opportunities and airlines to access one resource for all their market data and route development information, as well as being a key source of route development news and analysis through their HUB newsletter.

David McMullen, Business Development Director of Routesonline stated “Airlineroute.net is the most highly regarded source of airline route development news and is currently used by over 800 companies, the synergies between this site and the Routes brand are clear and we are delighted to offer our clients this tool to track changes in airline schedules.”

Routesonline has developed year on year since its inception in 2008, it now offers its 18,000 registered users not only industry and event news but also the unique Route Exchange facility which is where airports and airlines create profiles.  Airlines post available aircraft capacity and airports can send proposals direct to the airlines  Airline users also have direct access to Route Exchange airport profiles, which have full airport intelligence and allow contacts to be made before or after Routes events. The Route Exchange also facilitates an online Request for Proposals (RFP) process where airlines use the Route Exchange to request for proposals from airports to assist them in their network developments plans. This facility was only introduced last year and has already had Air Asia X, Scoot and Indigo airlines participate with further RFPs planned for later in the year.

UK, London & Estonia, Tallinn

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Wilmington Group acquires Millennium ADMP

Wilmington Group Plc, the professional information and training group, has aquired the business and certain assets of Millennium ADMP Ltd which is in administrative receivership (the “Business”), for a cash consideration of £465,000.

The Business was acquired by Wilmington Millennium Ltd, a wholly owned subsidiary of Wilmington formed for the purpose of making the acquisition. Wilmington will fund the consideration from existing debt facilities.

The Business provides information and services to the insurance market and provides data and sales services to Smee & Ford Ltd another wholly owned Wilmington subsidiary. During the year ended 30 June 2011, the Business made profits before interest, tax and amortisation of £0.4 million on turnover of £5.9 million. The Business has gross assets of approximately £0.9 million.

Charles Brady, CEO of Wilmington, commented “We are pleased to have been able to rescue one of our trading partners and secure the continuing employment of their staff. For Wilmington the acquisition represents an opportunity not only to secure the continued support for the activities of Smee & Ford but to benefit from the services which Millennium provides to a number of major insurance companies”.

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UK, London

Smiths News acquires Hedgelane

Smiths News PLC, the UK based wholesaler of newspapers, magazines and books, has acquired Hedgelane Limited whose principal subsidiary trades as The Consortium for Purchasing and Distribution Limited, a UK specialist distributor of consumable products to the educational market, for an aggregate consideration of £38.0m, equivalent to an enterprise value of £44.1m.

The aggregate consideration comprises £32 million of initial cash consideration to be financed through existing available debt facilities, up to £2 million of deferred consideration payable in cash in January 2013 dependent on certain conditions and to be financed through available existing debt facilities, and up to £4 million of deferred consideration payable in Smiths News PLC shares in January 2014 dependent on certain conditions.

The Consortium is a profitable, cash generative business that is expected to add an additional £64 million sales and £7 million EBITDA to Smiths News PLC on a proforma FY12 basis.  The transaction is immediately EPS accretive and will generate returns significantly above the Group’s cost of capital.

UK, Swindon, Wiltshire

TX AIM Media Texas, LLC acquires Texas newspapers

TX AIM Media Texas, LLC is to acquire the Texas print and online newspaper publishing assets from Freedom Communications, Inc., of Irvine, California.Terms of the transaction were not disclosed. AIM has announced that all Freedom employees at the publications in Texas will continue in their respective jobs and positions with the new company.

The publications and affiliated web sites included in the transaction include daily newspapers in McAllen (The Monitor and http://www.themonitor.com), Harlingen (Valley Morning Star and http://www.valleymorningstar.com), Brownsville (The Herald and http://www.browsvilleherald.com), Brownsville (El Nuevo Heraldo and http://www.elnuevoheraldo.com) and Odessa (The American and http://www.oaoa.com); one 2X-weekly in Weslaco (Mid-Valley Town Crier and http://www.midvalleytowncrier.com); one weekly serving South Padre Island and Port Isabel (Coastal Current and http://www.spislandbreeze.com); and, a variety of other weekly and monthly publications and related web sites.

“Freedom Communications is one of the most respected and admired publishing and media  organizations in the United States,” said Jeremy L. Halbreich, Chairman & CEO of AIM. “I have had the pleasure and good fortune of knowing many of the family members, Board members and senior executives at Freedom over the years and so we are very flattered to have this opportunity to become directly involved with these important, high-quality, local journalism organizations,” he added.

“The attractiveness of these properties is entirely due to their strong performance and the hard work of their associates,” said Freedom CEO Mitch Stern. “The sale furthers our goal of providing value to our shareholders while at the same time increasing the financial strength of Freedom”.

USA, Dallas, TX & Irvine, CA

Chime Communications PLC acquires controlling interest in Harvey Walsh Limited

Chime Communications PLC has acquired 51% of the share capital of Harvey Walsh Limited, a company providing market access and data services to the pharmaceutical industry and the NHS, for an initial consideration of £2.19 million.

The initial consideration comprises £2.1 million in cash and a further £90,000 in cash representing 51% of working capital of HWL at acquisition which is surplus to requirements after HWL joins the Group. A further tranche of the initial consideration of up to £1.9 million may be payable depending upon the trading performance of HWL in 2012 and 2013.

HWL reported turnover of £1.6 million for the 14 months ended 31 December 2011 and operating profit of £517,000. The gross assets of HWL were £660,000 as at 31 December 2011.

Chime is acquiring the interest in the business from HWL’s two owner directors; Sue Beecroft and Julia Wilkins. Following completion, Sue and Julia will continue to develop HWL as part of Chime’s healthcare division, OPEN Health.  HWL’s clients include: Lilly, Napp and Sanofi.

UK, London

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Hubert Burda UK chief buys Love It! and Full House!

According to The Press Gazette, the chief executive of Hubert Burda Media UK, Luke Patten, has bought the company’s real-life titles Love It! and Full House!

HBM said the magazines had been sold to a company called Pep Publishing, which according to a Companies House report was incorporated in February with Patten as sole director.

A spokesman for HBM said Patten would continue in his role as chief executive of the company, confirming that Pep Publishing was not a subsidiary of HBM but wholly-owned by Patten.

Under the terms of the sale all current stuff will be transferred to Pep Publishing and no redundancies are anticipated.

The sell-off means HBM now has five titles in its portfolio: Your Home, Wedding Magazine, Wedding Flowers, Essential Kitchen Bathroom Bedroom, and the recently launched lifestyle magazine LandLove.

In a statement, Fabrizio D’angelo, head of Hubert Burda International, said: “We are concentrating on our growing UK portfolio of monthly titles with a continuing strategy of acquisition and international group launches. We wish Pep every success.”

UK, Essex

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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

Media Corp acquires Intabet Limited

Media Corporation Plc, the AIM quoted advertising network and online gaming group, has acquired Intabet Limited, a new online betting platform,. As consideration for the acquisition the Media Corporation has issued and allotted to the vendors of Intabet 152,719,840 new ordinary shares at 1p each valuing Intabet at £1.53m. and representing 29.99 per cent of the enlarged issued share capital of the Company.

Phil Jackson and Adam Fraser-Harris, part of the management team of Intabet, are to join the Board of Media Corp with immediate effect as non-executive chairman and interim CEO respectively. With the announcement of the Acquisition, Justin Drummond, Chairman, and Sara Vincent, Interim CEO, have resigned from the Board with immediate effect and have left the Group.

UK, London