New Media Investment Group Inc. has completed the acquisition of substantially all of the assets of Halifax Media Group for $280 million, subject to working capital adjustments. The purchase price was funded with a combination of cash on the balance sheet, incremental debt under the Company’s existing credit facility, as amended, and the assumption of debt from Halifax.
Halifax Media is a leading newspaper publisher serving communities primarily in the southeastern portion of the United States. Halifax publishes 36 newspapers, including 24 dailies, and affiliated websites, and has a total daily circulation of approximately 635,000 and 752,000 on Sunday.
ALM, owner of The American Lawyer and The National Law Journal and other titles, is to acquire Summit Professional Networks, the publisher of Investment Advisor and several insurance and legal publications including National Underwriter and InsideCounsel. The deal also includes Judy Diamond Associates, a provider of prospecting tools and data within the benefits industry.
This is the second acquisition by ALM in two months. ALM acquired Kennedy Consulting Research & Advisory in December.
“The acquisition of Summit Professional Networks represents the next major step in ALM’s growth strategy, expanding our reach into new strategic markets,” said Bill Carter, President and CEO of ALM. “What makes Summit an ideal fit with ALM is their strong competitive position in the markets they serve, driven by a combination of award-winning journalism and their robust custom marketing solutions.”
With six offices in the U.S., Summit publishes content through several brands in the investment advisory, legal, insurance and benefits fields. In addition to Investment Advisor, National Underwriter, and InsideCounsel, Summit publishes other brands including Credit Union Times, Benefits Selling, ThinkAdvisor.com, PropertyCasualty360 and LifeHealthPro, among others.
ALM was acquired in July by a consortium led by private-equity firm Wasserstein & Co. for $417 million. Wasserstein had previously owned ALM, but sold it to Incisive Media in 2007 for $630 million.
Bloomsbury Publishing Plc has acquired Osprey Publishing Ltd, the Oxford-based military and natural history publisher, from private equity ownership, principally The Third Alcuin Fund LP, a fund managed by Alcuin Capital Partners LLP. The acquisition values Osprey at £4.6 million: £3.2 million paid in cash on completion plus 869,054 newly issued Bloomsbury Ordinary shares to the value of £1.4 million, which constitute approximately 1.2 per cent. of Bloomsbury’s outstanding share capital. Osprey had approximately £0.3 million of cash at the time of acquisition.
Osprey generated £7 million of revenue and £0.3 million of adjusted earnings before interest, taxation, depreciation and amortisation in the year ended 31 December 2013. Gross assets at that date were £4.5 million. There are opportunities for profit enhancements following the integration of the business into Bloomsbury. The acquisition is expected to be immediately earnings enhancing contributing approximately £1.0 million of revenue to Bloomsbury in the year ending 28 February 2015.
The Osprey Group consists of Osprey Military, Heritage and Custom Publishing, and British Wildlife Press. Osprey Publishing is the world’s best known military history brand, publishing in trademark series, in both print and e-book formats, titles with international appeal, covering history from ancient times to the modern day. The Military division is the largest part of Osprey with a significant subscriber database. British Wildlife Publishing publishes high quality books and the British Wildlife magazine for lovers of the natural world. Last year Osprey Group published 212 titles in addition to its British Wildlife magazine. Osprey owns the copyright over the majority of its titles. Over 50 per cent. of Osprey’s revenue is generated outside the UK, principally in the US. The business will operate within Bloomsbury’s Special Interest Publishing, a part of the Adult division.
Nigel Newton, Chief Executive of Bloomsbury commented:
“The acquisition of Osprey increases our presence in niche special interest markets. It is complementary to, and will substantially enhance, our existing lists; in particular increasing the division’s expertise in natural history and military history publishing, as well as international sales.”
Euromoney Institutional Investor PLC, the online information and events group, has completed the acquisition of a 15.5% equity stake in New Dealogic for £59.2 million. For the year to December 31, 2013, Dealogic achieved adjusted earnings before interest, depreciation and amortisation of $66.7 million on $152.3 million of revenues, and at that date had gross assets of $127.7 million. The transaction takes effect from December 18.
New Dealogic is a new company incorporated by The Carlyle Group to acquire Dealogic Holdings plc alongside Carlyle and Dealogic’s founders. Euromoney’s investment in New Dealogic has been funded through the sale to New Dealogic of its interests in two businesses, Capital DATA and Capital NET, which Dealogic and Euromoney had operated jointly since the 1980s. The transaction values Euromoney’s participation in these two businesses at $85 million.
Dealogic provides data and analytics, market intelligence and capital markets software solutions to investment banks to help them manage their workflows, assist with deal origination and execution, and optimise productivity across their equity capital markets, fixed income, investment banking and research, sales and trading businesses.
POLITICO, the Washington-based political news organisation, and Axel Springer, the owners of the POLITICO joint venture in Europe, have acquired EUROPEAN VOICE and will rebrand the Brussels publication as POLITICO in the spring of 2015.
The owner and publisher of the EUROPEAN VOICE, Shéhérazade Semsar-de Boisséson, will become managing director of POLITICO’s European operation, in charge of business operations. POLITICO’s European news operation will be led by Executive Editor Matthew Kaminski, a senior journalist and commentator on international affairs with The Wall Street Journal.
POLITICO’s European editorial operations will launch in spring 2015 with a website, POLITICO.EU; a weekly newspaper with circulation in Brussels; conferences and events in Brussels, Paris and Berlin; and a European edition of POLITICO Pro, a subscription-based news service covering major European policy coverage areas, such as financial services, technology, health care and energy.
Kaminski will report to POLITICO co-founder and Editor-in-Chief John F. Harris, who will be overseeing the vision and execution of POLITICO’s European newsroom in his position as chairman of the joint venture’s editorial committee. As editor in chief, Harris will be a regular presence in Brussels as the joint venture takes one of the most influential brands in American journalism to the European arena. Bill Nichols, POLITICO’s editor-at-large, will serve as the joint venture’s founding editor-at-large. Florian Eder, EU correspondent for DIE WELT, will become a managing editor. Carrie Budoff Brown, senior White House reporter for POLITICO, will become associate editor and senior reporter. POLITICO’s Gabe Brotman will oversee strategy and business development.
The EUROPEAN VOICE website, newspaper and events will all be integrated with POLITICO at the time of the spring launch. The joint venture will also take ownership of Paris-based Development Institute International (DII), France’s event promoter in the public affairs space, a business Semsar-de Boisséson co-founded in 1993. DII will continue to operate as a standalone business led by its Managing Director and co-founder Stephane Baudoin.
Semsar-de Boisséson will report to a management committee in which Axel Springer and POLITICO are equally represented.
“We see EUROPEAN VOICE, a familiar and well-respected platform in Brussels, as giving our joint venture an invaluable head start in establishing POLITICO as the new media agenda-setter at this historic moment in European politics,” said Ralph Büchi, President of Axel Springer International. “From the moment we met Shéhérazade, it was clear that her strong personality, energy and experience made her exactly the right person to lead this business.”
Hearst Corporation is to purchase an additional 30 percent interest in global ratings agency Fitch Group from Fimalac S.A., bringing Hearst’s equity interest to 80 percent. Fimalac will retain a 20 percent equity interest in Fitch Group. The transaction is valued at $1.965 billion.
Hearst acquired its original interest in Fitch Group in March 2006 and had most recently held 50 percent of the company. The transaction is expected to close in the first quarter of 2015 following receipt of all necessary regulatory approvals.
“We believe the credit rating, financial information and risk management services Fitch provides to the global financial community are critical in today’s economy,” said Steven R. Swartz, president and CEO of Hearst Corporation. “Strategically, Hearst continues to diversify into data and information-based companies while growing its world-class media assets. We are excited to continue to work with Fimalac and Marc Ladreit de Lacharrière to make Fitch Group an even bigger success.”
“Since the beginning of our relationship with Fitch, it has seemed to me that the company fits perfectly into the profile of businesses in which Hearst should seek to expand,” said Frank A. Bennack, Jr., former Hearst CEO and current executive vice chairman of Hearst Corporation. “The record of advances in the business over that period shows that excellent management is in place, our partners at Fimalac are aligned with us in strategy for the future and the diversification from our highly-valued traditional portfolio is proving to be rewarding. Stepping up from 50 percent to 80 percent makes great sense and we’re all excited.”
“We are continuing to expand Copal Amba’s capacity and capabilities to meet the strong demand for high-quality outsourced financial research and analytics,” said Linda S. Huber, Executive Vice President and Chief Financial Officer of Moody’s. “Moody’s is committed to building on Copal Amba’s extensive expertise to advance our global efficiency while continuing to grow Moody’s overall business.”
Copal Amba’s offshore research and analytics services support a wide range of clients, from global financial institutions and Fortune 100 corporations to boutique investment banks and asset managers. It was formed through Moody’s acquisitions of Copal Partners in 2011 and Amba Investment Services in 2013. Copal Amba operates seven service delivery centers and has approximately 2,500 staff worldwide.
The acquisition of the remaining shares in Copal Amba is not expected to have an impact on Moody’s earnings per share (EPS) in 2014 and is expected to be approximately $0.04 to $0.05 accretive to Moody’s EPS in 2015. Moody’s funded the acquisition from international cash on hand. The terms of the transaction were not disclosed.
Euromoney Institutional Investor PLC, the international online information and events group, is acquiring a 15.5% equity stake in a company (“New Dealogic”) incorporated by The Carlyle Group to acquire Dealogic Holdings plc alongside Carlyle and Dealogic’s founders. Dealogic’s long-serving CEO Tom Fleming will continue in his leadership role.
Dealogic is a data platform primarily used by global and regional investment banks worldwide to help optimise performance and improve competitiveness. Dealogic provides data and analytics, market intelligence and capital markets software solutions to investment banks to help them manage their workflows, assist with deal origination and execution, and optimise productivity across their equity capital markets, fixed income, investment banking and research, sales and trading businesses.
Euromoney is acquiring 15.5% of the equity of New Dealogic for $59.2 million. For the year to December 31, 2013, Dealogic achieved adjusted earnings before interest, depreciation and amortisation of $66.7 million on $152.3 million of revenues, and at that date had gross assets of $127.7 million. As part of the transaction, Euromoney will be entitled to a seat on the New Dealogic board and to 20% of the voting rights in respect of New Dealogic’s equity; it will be able to influence the strategic decision making of New Dealogic through a comprehensive set of minority rights. Carlyle will be the controlling shareholder in New Dealogic. The transaction will be structured as a leveraged buyout by New Dealogic.In addition, Euromoney will have the ability to invest pari passu with Carlyle in any acquisitions that New Dealogic may pursue over the coming years.
Euromoney’s investment will be funded through the sale of its interests in two businesses, Capital DATA and Capital NET, which Dealogic and Euromoney have jointly operated since the 1980s. The transaction values Euromoney’s participation in these two businesses at $85 million. In addition to the $59.2 million of ordinary shares in New Dealogic, Euromoney will receive $4.6 million in cash on completion and a further $21.2 million of zero-coupon preference shares issued by New Dealogic and redeemable within 13 months from completion. As part of the agreement, Euromoney will continue to receive and use (on a perpetual royalty-free basis) the league tables and data analytics products underpinning its GlobalCapital business. New Dealogic and Euromoney will explore further strategic and commercial opportunities, including sharing of content management systems and joint product development for specific customer groups.
For the year to September 30, 2013, Euromoney’s subscription revenues and adjusted operating profits included licence fees of £5.4 million from its investment in Capital DATA. For the same period, Euromoney recognised a profit after tax of £0.3m from its 48.4% equity interest in Capital NET. For the year to September 30, 2015, the transaction as a whole is expected to dilute Euromoney’s after tax earnings by approximately 2%. The transaction is subject to regulatory approval and expected to complete by the end of December 2014.
Under the terms of the transaction, Euromoney has agreed to cap the consideration it may receive on a possible future sale of its investment in Dealogic at 24.9% of its market capitalisation at the close of business immediately prior to this announcement.
“The financial technology and data analytics sectors are enjoying healthy growth rates. Dealogic is a market leader in this space. It has robust workflow solutions and a highly respected brand. As testament to these strengths, Dealogic has achieved strong revenue growth during the past three years despite the challenging markets the global investment banks have faced,” said Richard Ensor, chairman of Euromoney. “Our relationship with Dealogic and its founders goes back to the 1980s. We are pleased to cement this important partnership under a new corporate structure. Carlyle is one of the largest and most respected private equity managers worldwide. We believe that by combining our expertise, market access and resources the shareholders of Dealogic will be able to achieve substantial value creation over the coming years.”
Tribune Publishing Company has acquired six daily and 32 weekly suburban news and information brands from Wrapports, LLC. The acquired publications – which include the Aurora Beacon-News, The Elgin Courier-News, the Lake County News-Sun, The Naperville Sun, the Post-Tribune in Northwest Indiana, The SouthtownStar and the 32 Pioneer Press weekly newspapers – will become part of the diversified portfolio of the Chicago Tribune Media Group (CTMG), which operates the Chicago Tribune, RedEye, Chicago magazine, Hoy and other Chicago-based media brands. The acquired papers have collective circulations of 72,000 daily, 87,000 Sunday and 52,000 weekly. The terms of the deal were not disclosed.
“This acquisition represents an important step forward for Tribune Publishing Company and the Chicago Tribune Media Group,” said Jack Griffin, CEO of Tribune Publishing. “It supports our stated strategy of leveraging our existing infrastructure, resources and management teams to drive growth for our Company. Additionally, the new print and distribution agreement for the Chicago Sun-Times continues an important commercial relationship that supports our stated strategy of revenue diversification.”
To oversee the newly acquired publications, Tribune Publishing has appointed a senior Chicago-based executive with deep local roots and expertise. Bob Fleck, who most recently served as EVP of Advertising, spent 22 years at the Chicago Tribune in numerous managerial capacities. He assumes his role as Publisher & General Manager immediately and will report to CTMG CEO Tony Hunter.
The acquisition of the suburban Chicago papers is the fourth in a series completed by Tribune Publishing this year. Previous acquisitions include:
Carroll County (Md.) Times and Capital Gazette in Annapolis, Md. from Landmark Communications, and which are now part of the Baltimore Sun Media Group;
City Paper in Baltimore from Times-Shamrock Communications. The paper is operated as an independent weekly under The Baltimore Sun Media Group; and
Reminder Media’s 15 weekly news publications in Connecticut, the largest collection in the state, which are now part of the Hartford Courant Media Group.
Trig Social Media AB, a Swedish company which develops, manages and operates an international social media platform under the brand trig.com has acquired 40 % of the shares of the Spanish company Filmquity S L.
The acquisition will give TRIG direct access to the members of the streaming platform TUCUT, that is owned by Filmquity. TUCUT will integrate its services with TrigTV and widen Trig TV’s supply of user engagement content. The purchase price is €3 million which will be paid in full through a new issue of shares in Trig Social Media AB valued at €2,85 per share. The whole purchase sum will be contributed as equity into Filmquity. The new issued shares are subject to certain sales restriction that restrict sales to a limited number per month. The equity injection will enable TUCUT to expand its supply of content with resulting user growth.
“We look forward to our future cooperation. TUCUT will assist TrigTV in bringing relevant and interesting content to our fast growing Spanish speaking community”, says Sabinije von Gaffke, Creative Director of TrigTV.
Fusion DigiNet is brought to you by “Fusion Corporate Partners” the sector specialist corporate finance advisory firm specialising in the sale of middle-market companies with transactional values ranging from £5 million to £100 million.
New Media Investment Group Inc. has completed the acquisition of substantially all of the assets of Halifax Media Group for $280 million, subject to working capital adjustments. The purchase price was funded with a combination of cash on the balance sheet, incremental debt under the Company’s existing credit facility, as amended, and the assumption of debt from Halifax.
Halifax Media is a leading newspaper publisher serving communities primarily in the southeastern portion of the United States. Halifax publishes 36 newspapers, including 24 dailies, and affiliated websites, and has a total daily circulation of approximately 635,000 and 752,000 on Sunday.
Fusion Corporate Partners 
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