Homeserve acquires 40% of Checkatrade and 70% of Habitissimo for a combined £37M

February 3, 2017 — Fusion DigiNet

homeserveHomeServe plc, the home repair and improvements business, has acquired shareholdings in Checkatrade in the UK and Habitissimo in Spain, two separate businesses that provide access to high quality tradespeople performing home repairs and improvements via online platforms.

Checkatrade, based in Selsey, is a UK online directory of customer recommended tradespeople with nearly 1m unique customer visits a month, resulting in approximately 1.3m jobs per annum.  HomeServe has acquired a 40 per cent interest in the business with an option to increase its position by a further 35 per cent in two years.

Habitissimo is an international online business that provides support for home improvements and repairs, connecting homeowners to trusted local tradespeople.  Based in Mallorca (Spain), Habitissimo receives over 3.6 million unique customer visits a month, resulting in approximately 0.25m jobs per annum across nine countries in Europe (Spain, Portugal, Italy and France) and Latin America (Brazil, Mexico, Argentina, Chile and Colombia).  HomeServe has acquired a 70 per cent interest in the business with an option to increase its position by a further 30 per cent in either four or five years’ time.

The combined consideration for these two acquisitions was £37 million.

Richard Harpin, Chief Executive, HomeServe plc, commented: “Our investments in Checkatrade and Habitissimo underline HomeServe’s ambition to be at the forefront of the technological revolution as the world’s most trusted provider of home repairs and improvements.  Both of these businesses provide innovative digital platforms, connecting customers to reliable tradespeople.  With leading positions in the home repair and improvements market, these businesses will broaden HomeServe’s reach enabling us to meet the needs of younger, non-insurance minded customers who are looking to find immediate help from a wide range of home trades.

UK, Walsall, West Midlands & UK, Selsey, West Sussex & Spain, Palma De Mallorca, Islas Baleares

 

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Zoopla acquires Hometrack for £12M

February 1, 2017 — Fusion DigiNet


zooplapropertyZoopla Property Group Plc is to acquire Hometrack.co.uk Limited, the UK provider of residential property market insights and analytics, for £120 million.

Established in 1999, Hometrack provides residential property market insights, analytics, valuations and data services to around 400 mortgage lenders, new home developers, investors, housing associations and local authorities. 

The total consideration is £120 million on a cash-free, debt-free basis with £108 million due on completion and £6 million payable on each of the first and second anniversary following completion. Hometrack has a CAGR of c.15% from FhometrackY13-FY16 and generated revenues of £15.5 million and adjusted EBITDA of £7.1 million in the year to 30 June 2016. The consideration represents a 14.7x multiple based on LTM to Dec-16 adjusted EBITDA for Hometrack. The value of Hometrack’s gross assets was £13.1 million as at 30 June 2016.

The acquisition will be financed through a combination of existing cash resources, a new £75 million term loan and an equity placing of up to 5% of Zoopla’s ordinary issued share capital.

Alex Chesterman, Founder & CEO of Zoopla commented, “We are delighted to announce the acquisition of Hometrack, the clear market leader in AVM services in the UK and a leading player in Australia. The deal will allow us to serve our consumers and partners even more effectively and gives us unrivalled data capabilities in the residential property market. Hometrack is a perfect fit to develop our data services business and I look forward to welcoming Charlie and his team to the ZPG (Zoopla) family.”

Hometrack provides its products to 15 of the top 20 mortgage lenders in the UK as well as all 4 leading Aushometracktralian mortgage lenders and its UK automated valuation model is recognised by all the major ratings agencies. Over 70% of Hometrack’s revenues are subscription-based and underpinned by long-term relationships.

Hometrack has 55 staff operating out of offices in London and Sydney. Following completion, Hometrack will continue to operate as a standalone brand and platform with the team forming the cornerstone of Zoopla’s data services business, which will be headed up by Charlie Bryant, CEO of Hometrack.

UK, London

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Wilmington acquire Health Service Journal from Ascential for £19M

January 20, 2017 — Fusion DigiNet

hsjWilmington plc has acquired the Health Service Journal, a health information, insight and networking business, from Ascential plc for £19m with an adjustment for working capital, payable on completion.

The acquisition is expected to complete on 31 January 2017. HSJ will sit within Wilmington’s Insight division, aligned with Wilmington Healthcare.

HSJ revenue for the 12 months ended 31 December 2016 was £10m with pro-forma contribution before Group overheads of £4.4m. Recurring revenue from subscriptions and annual events represents around 70% of total revenue. HSJ’s gross assets at 30 June 2016 were £12.8m including intangible assets. 

The management team, led by Andy Baker and Alastair McLellan, will remain with the business and are included within the circa 60 employees transferring across to Wilmington. 

HSJ’s key products are:

  • HSJ.co.uk: A UK source of proprietary content, insight, comment and analysis on the UK healthcare sector. HSJ Online has approximately 17,000 users and is sold on an individual and corporate subscription basis. 
  • HSJ Intelligence: a digital data subscription product with approximately 20,000 data points, which was launched in 2014. It has 115 enterprise customers from across the healthcare industry.  
  • HSJ Events: 11 annual networking events including awards, large scale conferences and summits and the Health Service Journal Awards event. 
  • HSJ Marketing Services: targeted marketing solutions for the healthcare industry and a legacy digital recruitment offering.

Commenting on the acquisition Pedro Ros, Chief Executive of Wilmington plc, said: 

“I am pleased to be announcing this acquisition of Health Service Journal, which represents an exciting opportunity for Wilmington to acquire a brand of exceptional status in the UK Healthcare market, a primary source of critical information and insight to senior management and decision-makers in the NHS and wider healthcare sector.

UK, London

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Bowmark and Five Arrows sell Autodata

January 5, 2017 — Fusion DigiNet

autodata1Bowmark Capital, the mid-market private equity firm, and Five Arrows Principal Investments, the private equity business of Rothschild Merchant Banking, have sold Autodata, the provider of technical information to the automotive aftermarket, to Solera Holdings, Inc. for of £340 million. Solera is a provider of risk and asset management software and services to the automotive and property marketplace. The transaction is expected to complete in February 2017.

Established in 1975, Autodata publishes technical information on approximately 40,000 vehicle models from 136 manufacturers. Its products provide over 90,000 professional workshops with access to a comprehensive suite of up-to-date technical data and guidance on cars, light commercial vehicles and motorcycles, enabling them to carry out service, repair and diagnostic work.

Since Bowmark and Five Arrows Principal Investments acquired the company in May 2014, Autodata has significantly enhanced its content and technology platform, and expanded its customer base in Europe and Australia. It has also made three strategic acquisitions in France, Sweden and Finland. Its latest online product, which attracts over 840,000 page views per day, provides an essential workflow tool to over 120,000 automotive technicians, enabling them to conduct their day-to-day activities efficiently and effectively.

Rod Williams, Autodata’s chief executive, commented: “With the support of Bowmark and Five Arrows, we have achieved significant growth over the past two and a half years, driven by new product innovation, investment in people and expanding our footprint in our core markets. Our products and services represent an excellent fit with those of Solera, and we are excited at the new opportunities which being part of the Solera group will bring – to Autodata, its customers and its employees.”

Bowmark partner, Julian Masters, said: “Since 2014, Bowmark and Five Arrows have worked closely with Autodata to enhance its product offering and accelerate its growth. The company is well-positioned to continue its success under its new owner.”

UK, London & Maidenhead, Kent

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Pageant Media acquires Hedge Fund Intelligence from Euromoney

January 3, 2017 — Fusion DigiNet

pageant-mediaPageant Media, the business information specialist has acquired Hedge Fund Intelligence from Euromoney Institutional Investor. The terms of the deal were not disclosed. Hedge Fund Intelligence provides a series of business information, data and workflow products – including EuroHedge and AsiaHedge – and global events, which provide a 360-degree view of the hedge fund world.

Pageant Media is one of the financial sector’s fastest growing providers of intelligence and insight. The company, founded in 1998, provides membership services offering senior professionals – across a range of industries, including hedge funds, mutual funds and real estate – exposure to market leading news and analysis, data and events.

This acquisition provides Pageant Media with a series of synergies and brand extension opportunities for its existing market-leading hedge fund brand, HFM, and will increase the company’s scale and reach in the global hedge fund space.

Commenting on today’s announcement, Charlie Kerr, Chief Executive of Pageant Media, said: “This latest deal will enable to Pageant Media significantly to enhance its business information offering to the hedge fund industry. As with the recent acquisition of II Searches, we look forward to integrating these brands into our business and evolving their digital offering. These products will also benefit from Pageant’s belief in strong content, user engagement and creating a membership model that delivers real value.”

Staff from both the UK and US will join Pageant Media’s London and New York offices.

UK, London & USA, New York

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Iliffe Media to acquire 13 newspaper titles from Johnston Press

December 19, 2016 — Fusion DigiNet

Iliffe Media Limited is acquiring Johnston Publishing East Anglia Limited from Johnston Press plc. The deal includes 13 newspaper titles and associated websites in East Anglia and the East Midlands. Iliffe Media are paying £17 million.

The consideration of £17 million represents a 5.3x multiple of operating profit of £3.2  million before exceptional expenses for the 52 weeks ended 2 January 2016.

The deal is expected to complete in mid-January 2017.

UK, Cambridge & Edinburgh

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Haynes Publishing Group acquires OATS

December 15, 2016 — Fusion DigiNet

haynesHaynes Publishing Group has acquired OATS Limited for £2.4 million. OATS is a niche technology business that provides information and productivity solutions for the lubricants sector of the oil industry.

Haynes is paying £1.85 million payable in cash on completion plus an additional £0.55 million payable within 18 months of completion.

For its financial year ended 30 June 2016, the reportable pre-tax loss of the OATS Group was £0.1 million on revenue of £2.2 million. As at 30 June 2016, the OATS Group had gross assets of £3.3 million.

Formed in 1983, OATS is a Swindon based company with 35 employees that has been servicing the world’s major lubricants businesses under the ownership of Sebastian Crawshaw for the past 20 years.

OATS has developed a comprehensive equipment and lubricants database that supports customers from across the lubricants marketing and supply chain, ranging from original equipment manufacturers, oil companies and lubricant distributors to end-users such as workshops, motor parts resellers and garages. 

J Haynes, CEO of Haynes said: “We look forward to welcoming the OATS team to the Haynes Group. I am delighted that Sebastian will remain involved in a consultancy capacity to facilitate a smooth transition. The OATS global lubricants database will enhance HaynesPro’s digital data solutions to the professional market. At the same time, we will leverage our European commercial network to drive new business for OATS. The acquisition will accelerate management’s drive to grow the HaynesPro business, increasing Group revenue and profit.”

UK, Yeovil, Somerset & Swindon, Wiltshire

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21st Century Fox makes £11.7bn firm offer for Sky

December 15, 2016 — Fusion DigiNet

21st-century-foxRupert Murdoch’s 21st Century Fox and Sky have reached agreement on the terms of a cash offer by 21st Century Fox for the fully diluted share capital of Sky which 21st Century Fox and its Affiliates do not already own.

The £10.75-a-share all cash offer for the 61 per cent of Sky that the US media group does not already own values the group at £18.5bn, and will cost Fox £11.7bn.

The offer is a multiple of approximately 11.4 times Sky Adjusted EBITDA of £2,178 million for the twelve month period ended 30 June 2016.

Comments

21st Century Fox said:

“As the founding shareholder of Sky, we are proud to have participated in its growth and development. The strategic rationale for this combination is clear.  It creates a global leader in content creation and distribution, enhances our sports and entertainment scale, and gives us unique and leading direct-to-consumer capabilities and technologies. It adds the strength of the Sky brand to our portfolio, including the Fox, National Geographic and Star brands.”

“Sky is a creative, commercial, and consumer powerhouse delivering its own content to customers across all platforms. Sky is the #1 PayTV brand in all its key markets, with an exciting growth runway in each. The enhanced capabilities of the combined company will be underpinned by a more geographically diverse and stable revenue base.  It will also create an improved balance between subscription, affiliate fee, advertising and content revenues. This combination creates an agile organization that is equipped to better succeed in a global market.“

Martin Gilbert, Deputy Chairman of Sky said:

“I am enormously proud that Sky is the number one premium pay TV provider in all its markets and is recognised as a world leading direct-to-consumer business. On top of this, the business has an outstanding track record of growth and has delivered substantial value for its shareholders over many years.

The Independent Committee, which was formed with the express purpose of protecting independent shareholders’ interests in relation to the proposal from 21st Century Fox, has given full consideration to the fundamental value and prospects for the Sky Group.

While the Independent Committee remains confident in Sky’s long-term prospects, as laid out in detail at our recent investor day in October, we, supported by our advisers, believe 21st Century Fox’s offer at a 40 per cent. premium to the undisturbed share price will accelerate and de-risk the delivery of future value for all Sky Shareholders. As a result, the Independent Committee unanimously agreed that we have a proposal that we can put to Sky shareholders and recommend.

The Independent Committee also notes 21st Century Fox’s track record in growing businesses and its ability to continue the development of Sky across Europe, in a world where entertainment and distribution are converging. 21st Century Fox’s ownership will support the delivery of Sky’s strategy and long-term growth, ensuring that it remains at the forefront of Europe’s creative industries.”

Rupert Murdoch’s News Corp abandoned its last bid for Sky in 2011 after it was revealed that journalists at the News of the World had hacked the phone of the murdered schoolgirl Milly Dowler.

USA, New York & UK, London

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A FUSION DEAL: Imbibe Media Limited sold to Reed Exhibitions

December 14, 2016 — Fusion DigiNet

img_3849Imbibe Media Limited, the organisation behind Imbibe Live, the Imbibe media platforms, and the successful annual Sommelier Wine Awards, has been sold to Reed Exhibitions, part of RELX Group. The Fusion team was led by Paul Kelly, Director at Fusion. The terms of the deals were not disclosed.

Following the hugely successful launch of Imbibe magazine in 2007,  Imbibe Live was launched in 2010 and quickly established itself as the UK’s leading B2B exhibition focused on the complete range of on-trade drinks – from spirits, wines, beers and ciders, to cocktails, tea, coffee, waters and other associated products. The 2016 edition was held on 4-5 July and played host to more than 250 exhibiting companies from across the on-trade industry, attracting almost 12,000 industry attendees from across the UK. The event will complement Reed Exhibitions’ German on-trade drinks event, Bar Convent Berlin (BCB).

Richard Mortimore, Chief Executive Officer, Reed Exhibitions UK, said: “Imbibe Live, together with its media platforms, has established itself as the UK’s leading event and voice for the on-trade with an unparalleled reputation for delivering quality and innovation to the £10.6bn on-trade industry. We are delighted to be welcoming the Imbibe team to Reed Exhibitions and looking forward to taking its events and media to even greater heights.”

Simon White, Co-founder of Imbibe Media, commented: “The UK hospitality industry is the most creative and exciting in the world. Through all its events and media, Imbibe is at the centre of this dynamic industry. We are thrilled that Reed Exhibitions shares our passion for the sector and our vision for the future. Joining the world’s leading event company will enable Imbibe to develop faster and thus reach, educate and inspire a greater number of on-trade professionals. It will also give way more oxygen to the wonderful brands and services that help make this constantly evolving sector what it is. These are exciting times for both Imbibe and the on-trade – let’s face it, who gets bored of being asked out to a great restaurant or bar?”

Darren Johnson, B2B Divisional Director, Reed Exhibitions UK will oversee the new events. The next edition of Imbibe Live will take place at Olympia, London, on 3-4 July 2017.

The Fusion Team has completed over 100 UK and cross border for its private, corporate and private equity clients, Fusion Corporate Partners is a sector specialist corporate finance advisory firm specialising in the sale of middle-market companies with transactional values ranging from £5 million to over £100 million.

UK, London

Recent Fusion transactions include:

Exhibitions & Conferences

Media & Business Information

Business Support Services and Energy & Environmental Services

Healthcare

Broadcast

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UBM acquires Allworld Exhibitions

December 12, 2016 — Fusion DigiNet

allworld2UBM plc is to acquire Allworld Exhibitions for $485 million.

Allworld is a pure-play events business serving nine different industry sectors. It operates 51 tradeshows (a mixture of annual and biennial shows) in 11 countries: Singapore, China & Hong Kong, Indonesia, Malaysia, Thailand, Vietnam, Myanmar, South Korea, Bahrain and Kuwait, and is the leading privately-held Asian exhibitions organiser (with a position in the Middle East). Allworld has events in sectors including Food & Hospitality, Packaging, Manufacturing, TMT and Oil & Gas.  It has international sales teams based in London and Singapore; and has approximately 250 employees.

Commenting on the acquisition, Tim Cobbold, CEO of UBM, said: “The acquisition of Allworld is wholly in line with our Events First strategy and represents an exceptional opportunity to accelerate growth by investing in a high-quality events business.  In so doing we cement our position as the leading events business in Asia and achieve the number one position in the fast-growing ASEAN region.  We see excellent opportunities to accelerate organic growth in the business.

Allworld generated revenues of $97.2 million and EBITDA of $37.6 million (38.7% margin) during the twelve months ended 30 June 2016, of which $50.9 million was from annual events. Over the last 10 years the total revenues of the Business have grown at a 7.3% CAGR. 

Annual events revenue for the period July to December 2015 was $29.4 million and for the period January to June 2016 was $21.5 million. Annual events revenue has grown at a 6.6% CAGR over the last two financial years and growth is expected to accelerate to double digit in each of calendar years 2017 and 2018. Annual events revenue growth rates are then expected to return to historic levels (7-8%) after 2018.

Biennial events represent approximately 40% of Allworld’s revenues on a calendar year basis, with modestly higher revenues in even years.  Biennial revenues in the year to December 2015 were approximately $39.5 million and are expected to be relatively flat in the year to December 2017, reflecting good growth in the underlying odd-year portfolio, offset by headwinds in the Oil & Gas events.  Strong growth is expected in 2018, at least in line with annual events, reflecting the revenue synergies and some recovery in the Oil & Gas events.

EBITDA margins in the year to December 2017 are expected to be approximately 35%, reflecting the biennial mix. Significant margin expansion is expected thereafter, primarily driven by revenue growth. 

As at 30 June 2016, Allworld had gross assets of $62.9 million and generated an operating profit of $37.1 million for the twelve months ended 30 June 2016. 

The deal is expected to close on 16 December in all geographies except Bahrain. Completion of the acquisition of the Bahrain entity containing Allworld’s Middle Eastern events is conditional upon completion of local reorganisation steps and approvals and is expected to occur within the next month.

UK, London & (Singapore, China & Hong Kong, Indonesia, Malaysia, Thailand, Vietnam, Myanmar, South Korea, Bahrain and Kuwait)

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