The Carlyle Group completes its acquisition of Getty Images for around $3.3 billion.

The Carlyle Group has completed its acquisition of Getty Images in a transaction valued at approximately $3.3 billion.

With the completion of the transaction, The Carlyle Group has acquired a controlling stake in Getty Images. Getty Images Co-Founder and Chairman Mark Getty and the Getty family have rolled substantially all of their ownership interests into the acquisition. Getty Images management, including Co-Founder and Chief Executive Officer Jonathan Klein, has invested significant equity in the company.

“We are pleased to announce the completion of this transaction in partnership with The Carlyle Group,” said Jonathan Klein, Co-Founder and Chief Executive Officer of Getty Images. “The Carlyle Group’s global resources and network will be a great help to us as we move Getty Images forward into the next phase of our development and growth.”

Eliot Merrill, Managing Director of The Carlyle Group, said, “In the last seventeen years, Getty Images has established itself as a leading digital media company and a business steeped in innovation. We look forward to partnering with Getty Images’ experienced and talented management team in expanding the company’s global footprint.”

Carlyle Partners V, L.P. a $13.7 billion U.S. buyout fund, provided equity financing for the investment. J.P. Morgan, Barclays, Credit Suisse, Goldman, Sachs & Co, HSBC, Nomura and RBC Capital Markets provided debt financing for the transaction.

USA, Washington, DC & Seattle, WA

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Bertelsmann and Pearson in talks about combining their publishing divisions

The FT and others are reporting that Bertelsmann and Pearson are in talks about combining their Penguin and Random House publishing divisions and that the discussions have focused on a merger in which Bertelsmann would have a stake of more than 50 per cent.

Pearson have issued the following statement. “Pearson notes recent media coverage regarding Penguin, its consumer publishing division, and Random House (part of Bertelsmann). Pearson confirms that it is discussing with Bertelsmann a possible combination of Penguin and Random House. The two companies have not reached agreement and there is no certainty that the discussions will lead to a transaction. A further announcement will be made if and when appropriate.”

UK, London & USA, New York, NY

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Bloomsbury Publishing announces results for the six months ended 31 August 2012

Bloomsbury Publishing Plc has announced its six month results for the period ended 31 August 2012.

Financial highlights

  • Turnover £43.5 million (2011: £42.4 million) +2%
  • Profit before taxation and highlighted items* £2.1 million (2011: £3.3 million) -37%
  • Profit before taxation £0.9 million (2011: £1.5 million)
  • Interim dividend 0.94 pence per share (2011: 0.89 pence) +6%
  • Basic earnings per share before highlighted items* 2.20 pence (2011: 3.27 pence)
  • Basic earnings per share of 0.87 pence (2011: 1.45 pence)

Note: All the above highlights are stated on a Continuing basis ie they exclude the results of Bloomsbury’s German subsidiary, Bloomsbury Verlag, which was treated as discontinued in the accounts last year, following its sale in February 2012.

Acquisitions

Commenting on the results, Nigel Newton, Chief Executive, said:

“The Group continues to make good progress. We have acquired two new businesses further boosting our presence in the academic market, particularly in the USA, and have launched our own sales and publishing operation in India, a market which has the potential to become one of the largest English language book markets in the world.

Higher ebook sales and academic turnover continue to increase the weighting of our sales to the second half. In addition we have a strong second half list, including potential best sellers, and are targeting a significant number of rights and services contracts.  We remain well positioned for the future and results continue to show a positive trend over the longer term.”

UK, London

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Tarsus Group to acquire Turkish exhibition organiser CYF Fuarcılık for up to £6.2M

Tarsus Group plc, the international business-to-business media group, is to acquire Turkish exhibition organiser CYF Fuarcılık A.Ş. for a maximum consideration of TL18 million (approximately £6.2 million). CYF will be acquired by IFO, a 75% owned subsidiary of Tarsus, and represents a significant bolt-on acquisition to the Group’s Turkish division.

The acquisition also completes the Group’s Project 50/13 strategy, whereby 50% of Tarsus’ revenue will be sourced from the Emerging Markets by 2013, more than a year ahead of schedule and will enable the Group to increase the pace of its future earnings growth.

The governmental approvals in respect of the completion of the acquisition of the China International Automotive Aftermarket Industry and Tuning (Guangzhou) Trade Fair (“GZ Auto”) continue to make positive progress, albeit slower than originally anticipated. Tarsus expects to complete the acquisition of GZ Auto by the end of the year.

Acquisition highlights

  • Acquisition of an initial 70% of CYFfor an initial cash consideration of approximately £1.4 million payable on completion and an estimated deferred payment of approximately £0.7 million due in 2013, for an aggregate estimated payment of approximately £2.1 million (the “Consideration”).
  • The consideration will be met from IFO’s existing cash resources.
  • CYF owns and organises two annual business-to-business exhibitions:
    • Eurasia Plant Fair (held in December), an international exhibition in Istanbul (2011: 10,800 net square metres), focusing on ornamental flowers and plants, landscape and related supply industry; and
    • Yapı Decoor (held in March), an international exhibition in Ankara (2012: 6,200 net square metres), focusing on construction material and building renewal).
  • Following the acquisitions of IFO in 2011 and Life Media in March 2012, CYF represents a significant bolt-on opportunity that adds new sectors and scale to Tarsus’ Turkish exhibition portfolio.
  • Founders Hakan Yüksel and Osman Candemir will continue to manage CYF after its acquisition.
  • Put and call options between IFO and the Vendors have been put in place in relation to the remaining 30% shareholding in CYF at various points between 2015 and 2018 and the  aggregate consideration payable for acquiring 100% of CYF is capped at TL18 million (approximately £6.2 million).
  • For the year ended 31 December 2011, CYF recorded unaudited profit before tax of approximately TL0.4 million (approximately £0.2 million). CFY’s unaudited adjusted profit before tax for the year ended 31 December 2011 was TL0.7 million (approximately £0.25 million). CYF’s unaudited gross assets as at 31 December 2011 were TL1.4 million (approximately £0.5 million).
  • The Acquisition is expected to be earnings accretive in the current financial year ending 31 December 2012 and thereafter.
  • The acquisition is expected to complete in early November 2012.

Douglas Emslie, Tarsus Group Managing Director, said:

“To reach the 50/13 strategic milestone a year early is a major achievement for the Group.  It will enable us to quicken the pace of our earnings growth earlier than expected.

“The acquisition of CYF with our partner at IFO brings additional scale to our already substantial operations in Turkey which we now aim to develop and expand both in the domestic market and the wider region.”

Exchange rate £1 = TL2.9

UK, London & Turkey, Ankara

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East Oregonian Publishing Co. acquires Oregon Coast Today

East Oregonian Publishing Co. has acquired the weekly newspaper Oregon Coast Today from OreAd Media Inc. Terms of the deal were not disclosed.

Steve Forrester, president and chief executive officer of East Oregonian Publishing Co., said: “Oregon Coast Today is a perfect companion to our weekly Coast Weekend publication and our annual magazine, Our Coast. Our company is pleased to have this opportunity to serve visitors to the central coast of Oregon. We are grateful to Dave and Niki Price for their considerable talent in creating Oregon Coast Today.”

Oregon Coast Today will continue to operate independently with its own news staff and advertising representatives.

USA, Salem, OR

 

Markit acquires securities lending analystics specialist Data Explorers

Markit, a global financial information services company, has acquired Data Explorers, a provider of global securities lending data, from mid-market private equity firm Bowmark Capital. Terms of the deal were not disclosed.

Data Explorers’ data set, which covers $12 trillion of securities in the lending programmes of over 20,000 institutional funds, provides a comprehensive view of short interest data and institutional fund activity across all market sectors. It is used by beneficial owners, custodians, agent lenders, prime brokers and asset managers to help inform investment decisions, manage risk and produce independent benchmarks.

The acquisition comes as the new regulatory environment is changing the dynamics of the securities financing markets. By combining Data Explorers’ data set with its own products and services, Markit will be able to develop new offerings allowing clients to optimise their use of collateral. Markit will also develop products for equity market participants in the ETF, dividend forecasting and quantitative research areas to complement its existing services.

Lance Uggla, CEO of Markit, said: “Markit’s acquisition of Data Explorers represents a logical extension to our existing data, research and analytics for the equity markets and complements our extensive fixed income offering. Our global distribution capabilities and robust technology infrastructure put us in a strong position to develop a compelling offering for our combined customer base globally.”

Donal Smith, CEO of Data Explorers, said: “With support from Bowmark Capital, Data Explorers has achieved fantastic growth over the last four years. We have more than doubled revenues and tripled profitability with new product innovation and expansion into Europe, North America and Asia. Data Explorers is now the leading provider of data and analytics to the entire securities finance market from agent lenders through to hedge funds and our services are a great fit with those offered by Markit.”

Data Explorers was established in 2002 and has offices in New York, London, Edinburgh and Hong Kong.

USA, New York, NY & UK, London

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Market data business Markit raises $250 million for a 7.5% equity stake Posted on February 4, 2010

Salem Web Network acquires Godvine.com

Salem Web Network, the online division of Salem Communications Corporation, a U.S. radio broadcaster, Internet content provider and publisher targeting audiences interested in Christian and conservative opinion content, has acquired Christian website, Godvine.com.

Godvine.com is a leading source for Christian and family-friendly videos, reaching approximately 3.5 million visitors and nearly 30 million page views per month. Godvine.com has over 2.8 million Facebook fans.

The addition of Godvine.com will make Salem Web Network the largest online destination for Christian content with an average of 5.8 million unique visits per month.

“The acquisition of Godvine immediately delivers a substantial new audience to Salem. We’ve watched it become one of the most widely visited Christian websites and we are thrilled to put our expertise and knowledge behind this rapidly growing website and take it to the next level,” said Rick Killingsworth, Executive Vice President at Salem Web Network.

David Evans, President of New Business Development, Interactive and Publishing at Salem Communications added, “Over the past two years Godvine.com has experienced phenomenal social media growth. With this acquisition Salem now has a great opportunity to really begin to take advantage of social media for sharing inspiration and the Gospel of Christ.”

USA, Richmond, VA

Pearson acquires online learning business EmbanetCompass for $650M

Pearson PLC has acquired EmbanetCompass from an investor group led by Technology Crossover Ventures and Knowledge Universe, for $650m in cash.

EmbanetCompass partners with leading non-profit colleges and universities in North America to provide online learning solutions for more than 100 university programmes. It provides a range of services including: programme design and development, marketing and student recruitment, faculty training and support, data-driven student retention and learning analytics; student services (counselling, tutoring, mentoring), technology support and launch funding.

Institutional services are one of the fastest growing areas of the US higher education market. Out of 6,700 degree-granting institutions in the US, approximately 175 institutions engage third-party vendors to power online programmes. Of a total post-secondary student population of 22 million, 2.5 million participate in purely online programmes with over 6 million taking at least one online course. Pearson believes the number of students learning online and the number of institutions serving those students will grow rapidly, as academic institutions seek low-risk and cost-effective ways to better serve new and existing customers by boosting student access, affordability, achievement and retention.

EmbanetCompass revenues have grown strongly in each of the last three years and are expected to be approximately $130m in 2012. The transaction is subject to a Hart-Scott-Rodino review. Pearson 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 2014.

Will Ethridge, CEO of Pearson North America, said, “The acquisition of EmbanetCompass extends Pearson’s investment in two areas where we see great opportunities for growth and impact-online education and educational services.  The combination of Pearson and EmbanetCompass creates the premier provider of online learning and education services and will further enable us to advance the goals of the institutions and students we serve with innovative and proven programs.”

Founded in 1995, with locations in Chicago, Orlando, and Toronto, EmbanetCompass has 580 employees and is headed by Steve Fireng. He will stay on as CEO of EmbanetCompass and as a senior executive at Pearson.

UK, London & USA, Chicago, IL

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Informa acquires Zephyr Associates for $62M

Informa plc, the business information and events group, has acquired  Zephyr Associates from Kemmons Wilson Companies for a consideration of $62m in cash.

Founded in 1994 and based in Lake Tahoe, Zephyr is a provider of integrated business intelligence and decision support solutions for investment and wealth management professionals. Serving more than 800 international customers across the investment management industry, it offers sophisticated and functional analytical tools that help investment professionals make informed decisions about investment products and portfolio construction.

Zephyr’s high-end analytical platform and extensive customer base is highly complementary to the products and services offered by Informa Investment Solutions (“IIS”) and the combined offering is expected to lead to good growth opportunities. Informa expects the acquisition to generate an attractive return on invested capital from 2013.

Peter Rigby, Chief Executive of Informa said, “The acquisition of Zephyr is perfectly aligned with Informa’s strategy to focus on high quality, digital subscription revenues attracting strong renewal rates and attractive cash dynamics. It is a great fit with our existing business in this area and will enhance our leading market position, ensuring a healthy return on investment.”

UK, London & USA, Zephyr Cove, NV

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A Fusion Deal: Kingsman SA, the Switzerland-based provider of price information and analytics for the global sugar and biofuels markets, to be acquired by Platts

Fusion Corporate Partners are pleased to announce our latest deal. Platts, a McGraw-Hill division and leading global provider of energy, petrochemicals and metals information, has signed a definitive agreement to acquire Kingsman SA, a privately-held, Switzerland-based provider of price information and analytics for the global sugar and biofuels markets. Paul Slight, Director at Fusion acted exclusively for the vendors.

The acquisition, whose purchase price was not disclosed, is expected to close on November 1, subject to customary closing conditions.

“McGraw-Hill is pleased to add Kingsman to our wonderful stable of world-class businesses,” said Harold McGraw III, chairman, president and chief executive officer for The McGraw-Hill Companies. “As we move to separate our education company from our financial and commodities intelligence businesses at the end of the year, this acquisition strengthens our leading position as providers of essential intelligence in the capital and commodity markets.”

“Kingsman is widely recognized as the leading global brand for sugar market data and analytics,” said Larry Neal, president of Platts. “Our acquisition of Kingsman deepens Platts’ capabilities in biofuels and gives us a springboard for growth in the global agricultural markets. It also reinforces our commitment to becoming a leader in market analytics as well as news and price information.”

Neal noted that agriculture is a large, complex global commodity market similar to other markets that Platts serves. “It requires the level of pricing expertise that Platts can uniquely offer,” he said, “and, with its broad range of sub-sectors, it presents multiple opportunities for Platts to develop benchmarks that support market evolution and enhance price transparency.”

Founded in 1990 and based in Lausanne, Kingsman employs analysts, researchers and report writers in key markets including London, Montreal, New Delhi and Sao Paulo. It serves a global clientele of producers, traders, refiners, financial institutions and end-users, offering a variety of subscription publications covering sugar, ethanol and biodiesel.

With its prime focus on market analysis, supply and demand fundamentals and trade flows, Kingsman complements Platts’ long-standing expertise in reporting news, assessing prices and explaining the factors driving those prices.

“This is a great move for Kingsman. We will benefit from the strong market position Platts enjoys across a wide range of commodities, the broad operational footprint it has around the world, and its cohesive global sales force. These strengths will enable Kingsman to better serve customers and more quickly expand its business globally,” said Jonathan Kingsman, the company’s founder.

“Most notably,” he added, “Platts’ technology capabilities will enable Kingsman to provide new market data services and expanded web offerings.”

Platts and Kingsman provide complementary biofuels services covering Asia, Europe and the Americas. Platts has covered the biofuels market for many years with news and prices featured in its oil and petrochemicals information services.

Recently, Platts launched a portfolio of dedicated biofuels information products, including a newsletter, a real-time alert and market data package.

Kingsman, whose business originally focused on the sugar markets, moved into the adjacent ethanol and biodiesel sectors as alternative green fuels were developed in the early 2000s. It currently offers a range of daily, weekly and monthly reports covering ethanol and biodiesel as well as sugar.

USA, New York, NY & Switzerland, Lusanne

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OTHER FUSION DEALS:

Media and Information

Business Services
Events, Broadcast and Other deals