The Quarto Group acquires Lewes Holdings, owner of The Ivy Press

The Quarto Group, the illustrated book publisher and distribution group, is to acquire Lewes Holdings Ltd, the owner of The Ivy Press Limited, through its wholly owned subsidiary, Quarto Publishing plc.  The acquisition is conditional on the approval of Bank of Scotland, lenders to The Ivy Press Limited, to the proposed change of ownership.

Ivy Press is a publisher and packager of creative, highly illustrated non-fiction books. Founded in 1996, Ivy works with publishers and has printed over 20 million books and sold rights in 26 different languages.

The total consideration payable is up to £1.3m plus the assumption of up to £200,000 of debt.  Excluding initial one-off/non-recurring costs in the order of $0.5m, the acquisition is earnings enhancing.  The consideration will be paid in three tranches: on completion, 1 July 2015, and 4 January 2016.

Commenting on the acquisition, Marcus Leaver, Chief Executive Officer of Quarto, said: “We are delighted to welcome the Ivy team to The Quarto Group. We have long admired their creativity and innovation. Ivy’s presence will further underline our Quarto International Co-Editions division as the market leader. Further, we are pleased that Jenny Manstead, one of Ivy’s co-founders, is returning to Quarto after spending time with us earlier in her career.”

UK, London & West Sussex

Solucom acquires consulting firm Hudson & Yorke

solucom-logoSolucom, a French management and IT consulting firm, has acquired Hudson & Yorke, a consulting firm based in London. The deal will be financed entirely in cash. Further terms of the agreement were not disclosed.

Founded in 2006, Hudson & Yorke is a specialist management consultancy focused on strategic ICT advisory. Its offering includes support to clients conducting large-scale ICT sourcing programmes in the UK, Europe or globally.

The firm’s client portfolio comprises several international brands such as Barclays, BP and Zurich, as well as the Department of Energy & Climate Change.

For the current fiscal year (ending 31 March 2015), Hudson & Yorke is expecting turnover over £3.5m (roughly €4.7m) and a double-digit operating margin.

The acquisition of Hudson & Yorke offers Solucom the two-fold opportunity of gaining a foothold in a key consulting market and strengthening its client portfolio with the addition of blue chip multinationals. The merger will also enable Solucom to provide its French clients with better advice for their UK-based operations.

Commenting on the operation, Solucom Chairman, Pascal Imbert said: “The UK, and especially London, is a key market in the consulting industry. We were attracted both by the reach and standing of the Hudson & Yorke brand and the firm’s very high value-added positioning in this market. We are now eager to begin working with the Hudson & Yorke team; a collaboration which will enable us to seize some tremendous opportunities”.

Hudson & Yorke’s founding directors, Harry McDermott and Mike Newlove, will continue to lead the Hudson & Yorke business and will join the Executive Committee of Solucom.
France, Paris & UK, London

Sagentia Group acquires Oakland Innovation

Sagentia Group plc has acquired Oakland Innovation Limited, an R&D consultancy specialising in technology innovation and market intelligence for the global consumer and healthcare markets.

Founded in 1989 by Managing Director, Michael Zeitlyn, Cambridge-based Oakland employs 47 staff, of which approximately two-thirds are PhD qualified.  Michael Zeitlyn, and Jennifer Brown, Sales Director and shareholder, will remain with the business. Oakland will be integrated into Sagentia’s Technology Advisory Division.

In the year to 31 December 2014, Oakland generated revenue of approximately £3.9 million and profit before tax of approximately £0.7 million.  Net assets at completion were approximately £0.5 million including £0.7 million in cash.  These figures are all unaudited.  The total cash consideration of £5.0 million will be satisfied as to £3.6 million in cash on completion (payable out of Sagentia’s existing cash resources) and as to £1.4 million satisfied by the sale of Sagentia’s treasury shares, equivalent to 1,043,333 Sagentia shares at the average closing mid-market price of 130.7 pence on the five dealing days immediately prior to completion.  The Sagentia shares are subject to lock-in periods of between 18 months and three years.  There is no deferred consideration.

The total number of ordinary shares in issue (excluding treasury shares) following this announcement is 38,379,948.  Sagentia holds 3,682,087 shares in treasury. Following this announcement the directors of Sagentia Group plc have interests in the ordinary shares of the Company as follows:

No of shares owned

% Holding

Martyn Ratcliffe

12,512,906

32.60%

David Courtley

375,000

0.98%

UK, Cambridge

NAHL Group acquires Fitzalan Partners

national accident helplineNAHL, the UK consumer marketing business focused on the Personal Injury market, operating under the National Accident Helpline brand, has acquired Fitzalan Partners. The Group is paying up to £4.3m for Fitzalan made up of an initial cash consideration of £3.0m and a further cash of up to £1.3m prior to 31 December 2015 dependent on certain conditions being met. Fitzalan reported Profit before Taxation of £0.7m for the year to 31 July 2014.  

Based in London, Fitzalan, which was founded in 2011, is an online marketing specialist that uses proprietary technology platforms to target home buyers and sellers in England and Wales and offers lead generation services to panel law firms and surveyors in the conveyancing sector, providing them with confirmed instructions rather than partially qualified leads. 

Russell Atkinson, CEO of NAHL, commented: “As we highlighted at the time of our IPO, strategic acquisitions are a key part of our growth strategy and we are delighted with the acquisition of Fitzalan.  The acquisition offers NAHL the opportunity to extend its reach into the conveyancing market and utilise its competitive advantage and skill set from the PI market to take advantage of the significant growth opportunities already identified.”

UK, Kettering & London

Haynes Publishing Group acquires Teon Media for £0.45M

HaynesLogoHaynes Publishing Group P.L.C. has acquired Teon Media Limited for £0.45 million. The consideration is to be paid in staged payments over 24 months.

Through its founder Peter George, Teon, has developed a digital platform designed to engage with younger motorists. Since 2011, Teon has created a mobile centric platform and database covering Europe’s most popular cars. This platform will enable Haynes to accelerate development of its digital delivery plans by adding its own content to a well established delivery system to supply free and paid for content. Content will be delivered in the form of video and simplified text procedures designed to eventually afford multilingual and pan-European delivery using the translation skills of HaynesPro, and beyond that to the rest of the Group’s markets. The complementary nature of the Teon platform alongside the Group’s extensive model coverage, growing video archive, technical expertise and language translation capabilities will form a key element of the Group’s consumer digital initiative.

Commenting on the acquisition, Eric Oakley, CEO of the Group, said “The acquisition is an important move for the Group and whilst we remain firmly committed to our Haynes manual programme, Teon forms a major building block in our consumer digital strategy.  Building on the strength of our iconic Haynes Manuals, the complementary provision of timely information in an accessible, easy to use and trustworthy format will significantly strengthen our consumer offering. We are also delighted that as part of the deal we’ve signed a three year consultancy agreement with Peter, which will help to ensure continuity during the important post acquisition period and add strength to the Group’s digital initiative.”

UK, Yeovil, Somerset & Darlington, Co Durham

Related articles:

The Mission Marketing Group acquires The Weather Digital and Print Communications Limited

MissionThe Mission Marketing Group plc, a marketing communications and advertising group, has acquired Edinburgh-based The Weather Digital and Print Communications Limited, a specialist digital Agency, employing 11 staff. The acquisition was made through The Mission Marketing Group’s integrated Agency, Story UK Limited. The terms of the deal were not disclosed.

Executive Chairman of the The Mission Marketing Group plc, David Morgan, The Weathersaid: “Continuing our strategy of finding complementary businesses to extend and expand the range of services our Agencies can provide, we are delighted to welcome The Weather into the missiontm family.” 

The Acquisition of The Weather is not a substantial acquisition as defined by the AIM Rules for Companies. As part of the initial consideration for the Acquisition, the The Mission Marketing Group plc will issue 210,136 new ordinary shares of 10 pence each. Further consideration may be payable, subject to The Weather’s future performance.

UK, London & Edinburgh

Related articles:

RPS Group acquires Klotz Associates for up to $24.1M

RPSlogoRPS Group plc has acquired Klotz Associates Inc. (“KAI”), a Texas based consultancy providing engineering, planning and environmental services, for a maximum consideration of US$24.1million (£15.9 million).

KlotzFounded in 1985, KAI has its headquarters in Houston and offices in Austin, San Antonio, Lufkin and Fort Worth. The company, which employs 116 staff, works primarily on projects associated with transport, water and land development, primarily to public sector clients in Texas.
Seventeen of the eighteen vendors of the business, including the founder Wayne Klotz, are remaining with RPS; the other vendor has recently retired.

In the year to 31 December 2014, KAI had revenues of US$26.2 million (£17.2 million), fee income of US$19.4 million (£12.8 million) and profit before tax of US$3.6 million (£2.4 million), after adjustment for non-recurring items. Net assets at 31 December 2014 were US$5.4 million (£3.6 million). Gross assets at 31 December 2014 were US$9.3 million (£6.1 million).
RPS is acquiring the entire share capital of KAI for a maximum total consideration of US$24.1 million (£15.9 million), all payable in cash. Consideration paid to the vendors at completion was US$16.9 million (£11.1 million). Subject to certain operational conditions being met, two further sums of US$4.8 million (£3.2 million) and US$2.4 million (£1.6 million) will be paid to the vendors on the first and second anniversaries of the transaction respectively.

Alan Hearne, Chief Executive of RPS, commented: “Klotz Associates has an excellent reputation and track record in Texas, as well as a strong management team. Its skills will complement the services RPS currently provides in the water sector.  It will also enable us to extend the range of capabilities of our business to include transport and infrastructure consulting.  We anticipate Wayne Klotz and his highly experienced team will make an important contribution to our BNE North America business, which remains a priority for investment for the RPS Board.”

UK, Abingdon, Oxfordshire & USA, Houston, TX

Related articles:

The Montgomery Group acquires AidEx

Exhibition News is reporting that The Montgomery Group has acquired AidEx, from Centaur Media. AidEx is an international event that brings together the international aid and development community. The terms of the deal were not disclosed.

The AidEx portfolio comprises two annual events; its flagship conference and exhibition in Brussels (November) and a conference in Nairobi (June).

The exhibition in 2014 attracted more than 200 exhibitors and organisations including the EU, Red Cross, UN and Oxfam, and companies offering a range of products from 4×4 vehicles to medical supplies, shelter products, logistics, short-wave radios and satellite communications.

UK, London

Xchanging plc acquires spend analytics company Spikes Cavell

xchangingXchanging plc, a business process, procurement and technology services provider, is to acquire the spend analytics company Spikes Cavell Analytic Limited, for up to $11.5 million on a cash free, debt free basis. $6.75m will be paid on completion, and up to a further $4.75m will be payable over the next two years, subject to achieving operating performance targets.The Acquisition is expected to complete by the end of March 2015.

spikes cavellSCAL is a British company which provides spend analytics technology and services mainly to public sector institutions in the UK and higher education authorities in the USA, but also increasingly to the private sector.  Based in Newbury (UK) and Virginia (US) and with 35 employees, SCAL has around 60 lead customers, some of whom represent groups. SCAL had revenues of £1.8m for the year ended 31 March 2014.

Spend analytics is an important diagnostic tool for customer due diligence in determining spend savings and is frequently included within wider procurement engagements. Spend analytics also provides a way for measuring spend in order to manage supply chain risk and assist organisations in assessing their compliance with diversity programmes. SCAL is also pioneering analytics services that benchmark an organisation’s competitiveness against its peers.  

Ken Lever, Xchanging’s Chief Executive, commented: “Increasingly organisations are recognising the major savings that can be made by using technology to enhance their procurement strategies. Our procurement business went through a significant transformation in 2014, building on the impetus of the MM4 acquisition, made in late 2013, which brought a core technology platform. It also opened up the business to accelerated client acquisition by increasing the number of lower price point offerings. SCAL contributes to this strategy and further enhances our technology capabilities.”

UK, London & UK, Berkshire & USA, Virginia

Under Armour acquires Endomondo and MyFitnessPal

Under Armour, the athletic sportswear maker, has acquired Endomondo and MyFitnessPal. Under Armour already owns the MapMyFitness and UA RECORD™ suite of applications. The terms of the deal were not disclosed.

MyFitnessPal is a free resource for achieving and maintaining health and fitness goals. It has 80 million registered users

Endomondo is an open fitness tracking platform and social fitness network connecting athletes throughout the world. Endomondo has around 20 million registered users, approximately 80% of which are located outside of the U.S.

“Under Armour’s demonstrated global leadership in health and fitness innovation is greatly enhanced with the addition of Endomondo and MyFitnessPal, as we continue to redefine and elevate the Connected Fitness experience for millions of people around the world,” said Kevin Plank, Chairman and CEO of Under Armour. “Similar to MapMyFitness, Endomondo and MyFitnessPal have established track records of unmatched equity, expertise and passion in the fitness and nutrition space, and they are ideal partners to enable Under Armour to provide data-driven, proactive solutions to help athletes of all levels lead healthier and more active lifestyles.”

As a wholly-owned subsidiary of Under Armour, Endomondo will continue to operate out of its headquarters in Copenhagen, Denmark. Following the anticipated closing of the acquisition in the first quarter of 2015, MyFitnessPal will continue to operate out of its headquarters in San Francisco, CA.

USA, Baltimore, MD & Denmark, Copenhagen & USA, San Francisco, CA