Prospects Education Services acquires Optimus Professional Publishing for £1.5M

prospects-edProspects Education Services Limited has acquired Optimus Professional Publishing Limited  from Electric Word plc. for £1,512,501 in cash. A cash balance of £613,113 was left in the business.  Both the consideration and cash left in the business are subject to adjustment through a completion accounts process at a later date. Optimus provides live events and online training for leaders in UK schools to support staff development and school improvement.

In the year ended 30 November 2015, Optimus made a loss before tax of £1,019,649 (which includes  a charge of £725,588 towards Company central overheads, and a management charge to the Company of £177,500) on turnover of £2,908,112. The value of the gross assets of Optimus at 30 November 2015 was £2,306,398.

Optimus Education was founded in 1997 to help primary and secondary school leadership teams manage staff development efficiently and effectively, stay compliant and drive whole school improvement through a variety of conferences, events and training resources.

Andrew Thraves, Director of Education for Prospects, says: “I am delighted that we have acquired Optimus Education. I’m equally pleased that Optimus Education has chosen us as their new home.”

Andrew added: “Together we’ll be in a great position to provide schools and multi-academy trusts an even more comprehensive ‘one-stop-shop’ offer. The government talks about the importance of a school-led system as central to raising standards. By joining forces we will offer school awards and curriculum resources, in-school consultancy and training, and high-profile conferences and events for teachers and senior leaders intended to identify, showcase and help embed good practice and ‘what works’. Acquiring Optimus Education enables Prospects to provide education providers with the complete package.”

UK, London

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Time Out Group acquires YPlan

Time Out Group plc has acquired Leanworks Limited (YPlan). London-based YPlan is the “mobile-first” events discovery and booking platform. It offers a mix of event tickets on its app and website allowing people to discover and book things to do in the city. Combined with Time Out’s curated content, this addition will enable the Company’s monthly global audience of 137 million to discover, book and share what the world’s cities have to offer.

Since its foundation in 2012, YPlan has invested heavily in the development of an award-winning e-commerce platform and associated software for the events industry as well as in customer acquisition marketing. As a result, in the year to 31 December 2015, being its last full financial year, YPlan generated a pre-tax loss of £6.2m. Subsequent reductions in its cost base have materially reduced losses in the current year.  Consequently, the transaction is expected to be mildly dilutive to Time Out’s earnings in the current financial year and broadly neutral in 2017.

Julio Bruno, CEO of Time Out Group plc, commented: “Developing e-commerce and monetising our audience is an important element of our ambitious growth strategy. We acquired YPlan because its advanced technology will significantly accelerate this strategy. It will enable us to offer our large audience more online booking opportunities, whilst improving the user experience.”

The consideration will be payable in Time Out ordinary shares. 1,166,644 shares will be issued and payable on completion with a value of £1.6 million based on a share price of £1.393. A deferred issue of ordinary shares with a value of up to £0.8 million is also payable 12 months after completion subject to no warranty claims being made.

UK, London

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Informa acquires Penton, the US- based Exhibitions and Information Services group, for £1.2bn.

Informa, the Business Intelligence, Exhibitions, Events and Academic Publishing Group, is to acquire Penton, the independent US- based Exhibitions and Professional Information Services group, from MidOcean Partners and Wasserstein & Co for £1.18bn.

The Acquisition will be funded through a combination of new debt and equity, including a fully underwritten rights issue of one Rights Issue Shares at 441 pence each for every four Existing Informa Shares to raise £715m. The Sellers will receive £1,105m consideration in cash and £76m in new Informa equity with a holding period of up to one year. Within this, £6m is to be paid to the management of Penton who own shares in the New York-based Group.

Based on Penton’s results for the 12 months ended 30 June 20161, the Board consider that these results imply a trailing acquisition multiple of approximately 11x adjusted EBITDA.

The acquisition will create one of the world’s largest owner/operators of Exhibitions, Events and Conferences. On completion, Informa’s US business will account for 47% of annual pro-forma revenues. It will also mean that less than 10pc of Informa’s revenue will be earned in the UK.

Penton’s portfolio of around 30 Exhibitions includes brands in Natural Products & Food (Natural Products Expo), Agriculture (Farm Progress), TMT (IWCE), Infrastructure (WasteExpo) and Transportation (MRO Event Portfolio).

Additionally, Penton has more than 20 digital subscription data Brands in verticals including Infrastructure (Equipment Watch), Transportation (Aviation Week Intelligence Network) and Design & Manufacturing (SourceESB), and a portfolio of 100+ print and digital B2B insight products .

informa-carterStephen A. Carter, Group Chief Executive, said: “Today we are announcing continued progress on our Growth Acceleration Plan with the proposed addition of Penton Information Services. This combination will further strengthen our capabilities in Global Exhibitions and Business Intelligence and extend our US presence.”

ACQUISITION TIMETABLE

The acquisition is expected to complete by early November.

15 September 2016

Announcement date

15 September 2016

Posting of Circular to shareholders and Prospectus published

10 October 2016

General Meeting for Shareholders

11 October 2016

Admission of Rights Issue Shares and dealings in Nil Paid Rights on the London Stock Exchange

26 October 2016

Results of Rights Issue announced

26 October 2016

Dealings in Rights Issue Shares, fully paid, commence on the London Stock Exchange

November 2016

Expected date of completion

Euromoney acquires FastMarkets for £13M

Euromoney plcEuromoney Institutional Investor PLC is to acquire FastMarkets Ltd. On completion, Euromoney expects to make a cash payment of approximately £13m for the business. 

FastMarkets is a provider of real-time metals market information. It will become  part of Euromoney’s portfolio of digital pricing products that include Metal Bulletin and American Metal Market. 

fastmarketsEstablished in 1999, FastMarkets is used by non-ferrous and precious metals traders and risk managers as a workflow tool. Through its online platform, it provides over 120 proprietary price assessments, combined with exchange data including futures prices from the world’s largest commodity exchanges such as the LME and the CME. It provides coverage of non-ferrous physical premiums plus supporting treasury data supported by market commentary including webcasts directly from the LME floor. It also delivers daily technical and fundamental reports to its users. 

Metal Bulletin’s Managing Director Raju Daswani said: “FastMarkets is an excellent business that perfectly complements Metal Bulletin’s portfolio of price reporting and information products. Recent volatility in base metal markets has highlighted the need for high-quality price reporting on the physical metal markets to supplement the price discovery function of the world’s commodity futures exchanges. This acquisition complements Metal Bulletin and extends Euromoney’s global coverage of metals markets.”

UK, London

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Future plc to acquire Imagine Publishing for£14.2M

FutureFuture plc is to acquire Miura (Holdings) Ltd, the parent company of Imagine Publishing Limited in an all share deal deal valuing the company at £14.2 million.

Imagine’s portfolio includes 19 magazines, around 300 annual bookazines and a complementary web presence. The company publish in four key markets – technology, photography, video games and science. Titles include include All About History, Digital Photographer, World of Animals, GamesTM, Retro Gamer, Nowgamer.com, X-ONE, Play, For Beginners and SciFiNow.

The company was formed with private funds in 2005 by Damian Butt, Steven Boyd and Mark Kendrick. All were former directors of publishing companies.

Imagine Publishing2Imagine is expected to report revenue of £16.4m for year to 31 March 2016, with EBITA of £3.1m, margin of 19% and cash generated from operations of £3.4m

Upon completion of the Acquisition, the vendors of Imagine will own, in aggregate, c.32.8% of Future’s enlarged issued share capital

Zillah Byng-Thorne, Future plc Chief Executive said, “This is a unique opportunity to acquire a market leading knowledge, science and technology content business which will complement and expand our capabilities.

Future’s share price jumped eight per cent to 8.5p after the deal was announced.

UK, Bath & Bournemouth

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UBM divests electronics media portfolio

UBMUBM plc has sold its electronics media portfolio to the distributor Arrow Electronics Inc. for $23.5 million in cash.

The portfolio comprises the US and Asian versions of EE Times, EDN, ESM, Embedded, EBN, TechOnline and Datasheets.com.  In 2015 these assets generated revenues of $19 million. $16 million from online and $3 million from print.  The sale is subject to customary closing conditions and regulatory clearance in China.

Tim Cobbold, CEO of UBM plc, said: “In line with our ‘Events First’ strategy this transaction further improves the alignment between our portfolio of Events and Other Marketing Services.”

UK, London & USA, New York, NY

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UBM buys Business Journals Inc for $69M

BJIUBM plc has acquired the Business Journals Inc (BJI), a producer of fashion trade shows in New York and Las Vegas, for $69m in cash.

BJI serves the men’s apparel and women’s apparel and accessories markets under the following tradeshow brands: AccessoriesTheShow, EDIT, FAME, Moda, MRket and Stitch.  These shows run multiple times a year and in some cases are located in the same venues as UBM shows.  BJI also operates several websites and publications serving the fashion sector.

In 2015, BJI’s revenues were approximately $40m – $33m from Events and $7m from Other Marketing Services.The company is expected to make a modest post tax contribution this year.

Tim Cobbold, CEO of UBM plc, said:

“We are delighted to have acquired BJI. This transaction is very much in line with our ‘Events First’, strategy. It adds to our presence in North America and also in the fashion sector, both of which were already strong following UBM’s acquisition of Advanstar at the end of 2014. We see excellent opportunities to deliver an improved experience for customers and to realise the operational benefits which scale will bring.”

UK, London & USA, Norwalk, CT

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Sovrn acquires UK advertising technology OnScroll

sovrnSovrn Holdings, Inc.has acquired UK-based online advertising technology company OnScroll. The terms of the deal were not disclosed.

The acquisition brings to Sovrn OnScroll’s in-view ad technology as well as international expansion with an experienced London based team.

onscrollPublishers using OnScroll are able to provide advertising inventory that is viewable while the reader is actively engaged. They are also able to measure and respond to user engagement time. Buyers can utilise their specific viewability requirements.

The OnScroll team has a substantial base of professional publishers in the UK and will instantly provide Sovrn a large European market. OnScroll co-founder Andy Evans will lead Sovrn’s team in the UK and Europe as Managing Director. Co-founder Babac Vafaey will assume the role of Vice-President of Business Operations for the UK and Europe.

“With this deal, Sovrn gains an incredibly smart and dedicated group of people committed to helping publishers capture more value from the attention they create,” said Walter Knapp, CEO of Sovrn. “Andy, Babac, and the entire OnScroll team have created a fantastic product and perhaps even more importantly they are 100% culturally aligned to our mission of helping professional publishers succeed.”

Sovrn will integrate the OnScroll technology into the its Meridian platform so all publishers can access OnScroll technology for display, video and mobile advertising inventory as well as reporting on active reader engagement.

USA, Boulder, CO & UK, London

Zoopla Property group to acquire the Property Software Group

zooplapropertyZoopla Property Group Plc is to acquire Property Software Holdings Limited from LDC for £75 million in cash with £47m payable on completion, £22 million payable 6 months after completion and £3m payable each of 12 and 24 months after completion.

In the year ended 31 March 2016, PSG generated revenues of £15.9 million and Adjusted EBITDA of £5.1 million, with 84% recurring revenues and a customer retention rate of over 97%. The value of PSG’s gross assets was £28.2 million as at 31 March 2015

Property Software GroupEstablished in 2007, PSG is a provider of software solutions to property professionals, used in over 8,000 agency branches. PSG provides workflow tools to over 40,000 estate and lettings agents across the UK through its innovative cloud-based (Alto, Jupix) and desktop (Vebra, Core, CFP) software products and provides essential systems for the day-to-day management of inventory, marketing and communications as well as diary management, chain progression, business reporting tools and financial processes.

In addition to its software products, PSG’s newest products, MyPropertyFile and MoveIT, provide agents with digital platforms for engaging more effectively with their clients and generating additional revenue streams from a variety of property-related services.

PSG will continue to operate as a standalone platform. Mark Goddard, CEO of PSG, will become Managing Director of the Group’s Property Services division, reporting to ZPG Founder & CEO, Alex Chesterman.

Alex Chesterman, Founder & CEO of Zoopla Property Group Plc said, “This acquisition is a game-changer, combining ZPG’s best-in-class property marketing solutions with PSG’s best-in-class property workflow solutions, and will transform the services available for both UK agents and consumers.

UK, London

Johnston Press completes the acquisition of i

Johnston Press plc has completed the acquisition of i from Independent Print Limited.

The acquisition was originally reported on 12 February 2016.

UK, Edinburgh & London

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