WPP to acquire digital marketing agency Quirk in South Africa

wppWPP is to to acquire Quirk, Africa’s largest independently owned digital marketing agency, subject to regulatory approval.

Founded in 1999 in South Africa, Quirk has built a strong reputation for helping clients adapt and win in an ever-changing digitally-enabled world. With five agencies across Africa and in London, the company employs 200 people. Clients include Distell, Capitec Bank, Woolworths, Caltex and Tyco.

Quirk’s unaudited consolidated revenues for the year ended 28 February 2014 were approximately ZAR 140 million, with gross assets at the same date of approximately ZAR 68 million.

UK, London & South Africa, Cape Town

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A Fusion Deal: Argus acquires Metal-Pages

ArgusGlobal energy and commodity price reporting agency Argus has acquired Metal-Pages, a specialist pricing, news and analysis service focusing on speciality metals, rare earths and ferro-alloys. The terms of the deal were not disclosed.

Metal-Pages was established in 2000 and publishes 230 individual metals prices on a twice-weekly basis. Its coverage is international with a particular strength in Asia, where it operates a Chinese  language website with domestic prices and news. Metal-Pages also has contributors in India, South Africa, the US, South America and Europe, complementing Argus’ global network of offices.

Metal-Pages price assessments are used by producers, consumers and trading companies as a reference price in spot and term contracts as well as to value stock and evaluate new projects and opportunities. In addition to price information, Metal-Pages publishes information on supply and demand fundamentals, news and analysis and runs market-leading conferences. Metals-Pages staff will join Argus’ international team.

 

UK, London

 

GroupM takes majority stake in mobile media agency aMVG (Aerodeon) in Turkey

wppWPP‘s wholly-owned global media investment management company GroupM, is to take majority stake in aMVG (Aerodeon), the mobile media agency and mobile technology company in Turkey.

Founded in 2002, aMVG (Aerodeon) specialises in developing mobile media strategies and technologies for its clients.  This includes mobile media buying and planning, mobile marketing campaigns, mobile loyalty platforms, mobile applications development, ad server technologies (mobile and video) and content distribution/digital services.

The agency employs approximately 40 people and serves more than 300 clients including Avea, Dailymotion, Garanti Bank, Fiat, Finansbank, Fizy, Shell, Turkcell, Turk Telekom, Vodafone and Yapı Kredi Bank.

 aMVG’s unaudited revenues for the year ended 31 December 2013 were TRY8.9 million with gross assets of approximately TRY8.4 million as at the same date.

UK, London & Turkey, Istanbul

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Milestone acquires Disorder UK Magazine for £1.

disorder_uk_vol_2_issue_1_coverMilestone, the AIM quoted provider of digital media and technology solutions, has acquired all rights and title to the publication, Disorder UK Magazine, for £1.

The magazine was originally founded in 1999 by Davide Wheller as a fanzine on the principal that new talent is vital to the UK’s arts and culture industry. In 2004, with the strong support of Channel 4 / 4Talent, Disorder launched the first glossy print magazine into newsagents. In 2011, there was an article in the Guardian proclaiming Disorder “the best youth publication in the UK.”

Disorder UK magazine is involved in the engagement and delivery of industry focused training programmes as part of its operation, and in collaboration with Job Centre Plus and various colleges has successfully trained an initial 360 young people to a BTEC qualification level with over 68% of them being in sustainable employment after 12 months.

The magazine is now headed by Editor-in-Chief, Sarah Hardy, who has a proven history in publishing having started her own magazine (FASHION.MUSIC.STYLE) in 2008 which she grew into a well respected fashion and music publication selling in over 30 countries worldwide. Sarah joined Disorder magazine in 2012 bringing with her experience and contacts in the fashion, music and publishing industries.

The magazine involves unemployed young creatives in every aspect of production; from styling and fashion shoots to interviewing bands and writing features on film, fashion, music, gaming and new technology. This has proved invaluable to those looking for a career in fashion, music, design, journalism, photography and styling, and the experience in essential skills, industry contacts and experience has allowed many young people to create careers for themselves.

Anthony Webb, having joined the Milestone team in April 2014, will help expand and commercialise the magazine and the brand, bringing a number of new revenue streams to the Company. Anthony is well versed in the marketing, brand development and digital marketplace and is credited with being part of the team that helped build Rio Ferdinand’s No 5 magazine into one of the worlds most successful multi-platform publications as well as representing a number of brands, talents and government organisations in this space. He brings with him a number of brands and celebrity clients who are interested in the youth marketplace and the Company’s engagement platform, the Passion Project.

The magazine remains true to the ethos of breaking new talent on its pages as well as behind the scenes, featuring acts, trends and entertainment. The re-launch edition features Moko on the cover, an up-and-coming artist who Disorder is backing as the next big thing in music. Past covers have helped propel the careers of bands such as The Horrors and N-Dubz, while others have featured industry icons including The Killers, Arcade Fire and My Chemical Romance.

As part of the agreement, Mr Davide Wheller, the magazine’s original founder, will join the Milestone team as the magazine’s Executive Editor. Davide will be responsible for ensuring that the magazine continues to publish bi-monthly with increasing readership levels. He will also be working closely with Milestone’s wholly owned subsidiary, Relative, to develop a digital offering to complement the printed version of the magazine.

The upcoming edition of the magazine will be published at the end of April 2014 and distributed through universities, select bars, cafes, culture centres, fashion and record stores nationwide.

Deborah White, Chief Executive of Milestone, commented: “We are delighted to welcome Davide and his team to the company and are excited to have the magazine as an extension of our existing portfolio of products. The magazine will enable us to extend the reach of the Passion Project by engaging with more young people in a practical manner, helping them to develop careers in the creative industry whilst generating new business opportunities and revenues for the group.”

UK, London

 

Utilitywise PLC acquires ICON Communication Centres in the Czech Republic.

utilitywise-logoUtilitywise, an independent utility cost management consultancy, has acquired ICON Communication Centres, an international provider of contact centre services based in the Czech Republic.

ICON is an established provider of multilingual contact centre services for the international market. Founded in 2003, the company currently operates one call centre in the Czech Republic with 150 employees and the capacity to expand to 300 seats. For the year to 31 December 2013, ICON reported revenue of £3.0m and EBITDA of £0.13m.

The initial consideration payable is €1.08 million in cash with a commitment to issue 30,701 new ordinary Iconshares in Utilitywise at an issue price of 321.7p per new ordinary share, being the average mid market price of a Utilitywise share in the 30 trading days to 25 April 2014.  Up to a further €1.2 million will become payable by 30 April 2015 in cash and shares subject to meeting EBITDA performance targets in the 12 month period ending 31 December 2014.  Both the Initial Consideration Shares and the Deferred Consideration Shares will be issued following publication of Icon’s audited financial statements for the 12 month period ending 31 December 2014.

Geoff Thompson, Chief Executive of Utilitywise, commented: “Our initial testing of the European market is showing early positive results and the addition of ICON to the Group provides us with a European footprint from which to expand our services in Europe to the full intermediary procurement model that we employ in the UK. While the opportunity in the UK remains large and our primary focus, we are encouraged with the positive reception to our offering in the European energy markets and look forward to pursuing this opportunity.”

Utilitywise has enjoyed a long standing relationship with Oil & Gas major TOTAL through its Total Gas & Power (TGP) energy supply activities. TGP will be the first Utilitywise client to use the services of the acquisition with two contracts expected to be agreed ICON, each with an initial term running to end of 2016.

UK, South Shields & Czech Republic, Prague

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Communisis acquires Jacaranda Productions and Public Creative

Multi-channel marketing business Communisis plc has bought both Jacaranda Productions Limited and Public Creative Limited.

Jacaranda is a video and film production specialist, creating, managing and measuring the effectiveness of video content for global brands. It is based in London with a team of six people.

Public Creative creates and drives brand awareness with digital media using web and mobile applications to build loyalty and encourage customer advocacy. It is based in London with a team of eight people.

Terms of the Acquisitions

Jacaranda – Communisis has acquired Jacaranda for an enterprise value (on a cash free, debt free basis) of £1.5m plus surplus cash, which is estimated to be minimal. The consideration will be made as a cash payment of £0.9m and through the issue of 913,242 new ordinary shares in Communisis to the value of £0.6m. Further consideration may be payable annually in cash up to an aggregate amount of £0.5m dependent on the gross profit generated in the three years after the acquisition.

For the financial year ended 28 February 2013, Jacaranda generated adjusted EBITDA of £0.39m on turnover of £1.6m.

Public Creative – Communisis has acquired Public Creative for an enterprise value (on a cash free, debt free basis) of £0.35m in cash plus surplus cash, estimated at £0.04m.

For the financial year ended 30 April 2013, Public Creative generated adjusted EBITDA (on a normalised basis before non-recurring items) of £0.05m on turnover from continuing activities of £0.6m.

Commenting on the Acquisitions Andy Blundell, Communisis Chief Executive, said:

“Jacaranda and Public Creative bring important new skills to Communisis, in line with our strategy, as the Group continues to build its integrated service proposition. There is growing demand from clients for engaging content, especially for video and film across all digital channels, and these Acquisitions complement and enhance our existing capabilities.

We are delighted that these talented and committed teams have decided to join Communisis and look forward to working with them to offer our clients a broader range of creative services.”

UK, London

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Cello Group plc acquire Line Digital

cello-logoMarketing consultancy group Cello Group plc has acquired Line Digital Limited for its Cello Signal business. The terms of the deal were not disclosed.

Line Digital is a digital agency with 13 employees, based in Edinburgh specialising in web design and development and online marketing strategy. Core clients include Scottish Friendly, Standard Life, Tesco Bank, Travel Corp and Edinburgh Fringe.

John Rowley, CEO of Cello Signal, commented, “We’re delighted to welcome an agency of Line’s technical and creative ability into Cello Signal. This talented team will help support Blonde’s growing maturity in enterprise scale design and build”.

UK, London & Edinburgh

Porta Communications to acquire Redleaf Polhill

porta-logoPorta Communications plc, the AIM quoted marketing and communications group, has acquired 51% of the issued share capital of Redleaf Polhill Limited, a full service communications agency from its shareholders Emma Kane, Ian Rosenblatt and Julian Polhill. Porta has an option to acquire the remaining 49% over the following three years. The Acquisition is expected to be earnings accretive within its first full year.

Redleaf, which is based in the City of London, will become part of Porta’s Public Relations division but will continue to be run as anredleaf independent agency by its existing team and will retain the Redleaf brand.

Porta has acquired 51% of the issued share capital of Redleaf for £1,795,000. £897,500 in cash and the balance through the issue of 6,998,050 ordinary shares of 10p each in Porta of which 1,760,010 will be issued following payment of certain sums under the Acquisition Agreement. The Consideration Shares are subject to a lock-in agreement which provides for a 24 month lock-in period and a further 12 month orderly market period. The Acquisition also involves the grant of put and call options relating to the purchase by Porta of the remaining 49% of the issued shares in Redleaf which are exercisable in three tranches following the end of each of the next three full financial years of Redleaf on similar terms to the Initial Acquisition. Any additional consideration payable under the put and call options will be satisfied 50% in cash and 50% in Ordinary Shares.

Redleaf was founded in January 2000 by Emma Kane. In December 2010, Redleaf acquired Polhill, a specialist financial and professional services PR agency founded in January 1986. Today, Redleaf is a full service communications agency with specialist teams in financial PR, retail investor relations, property and private equity PR, insurance, professional and financial services PR, and professional services.

Redleaf made an operating profit of approximately £0.61 million in its financial year ended 30 November 2013. However, as a result of an exceptional write down of a related party loan, it made a loss after tax in the period of £0.29 million. At 30 November 2013, Redleaf had net liabilities of £0.2 million.

Commenting on the Acquisition, David Wright, Chief Executive of Porta, said: “Redleaf Polhill has an exceptional market reputation and is known for delivering powerful communications and investor campaigns for its clients. It brings with it a very strong leadership team and strength and depth in its employees. We are delighted to welcome the team and its strong brand to the Group.”

UK, London

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Energy Assets Group acquires BGlobal Metering Limited

Energy Assets GroupEnergy Assets Group plc, the provider of industrial and commercial gas metering services, has acquired BGlobal Metering Limited from Bglobal plc for a cash price of £2.3m which includes payment of £0.2m for the completion cash balance.  The acquisition is made on a debt free basis with a working capital adjustment mechanism in place post completion. Fusion DigiNet reported that BGlobal plc had decided to sell its metering business in November last year.

Based in Blackburn, BGM is a wholly owned subsidiary of Bglobal plc and provides advanced metering technology to the UK bglobalI&C electricity sector.  This includes the supply and installation of smart electricity meters, meter operator services (MOP), and the ongoing collection and aggregation of energy data (DCDA).  BGM is a fully accredited MOP and DCDA and provides MOP services to utility companies for circa 60,000 meter points and DCDA services for in excess of 90,000 meter points.

The Energy Assets directors say they are confident that, following integration into the Group, the BGM business will be earnings enhancing within 12 months of the acquisition date.  BGM had gross assets of £4.0m at 31 March 2013.  The business generated revenues of £7.4m, over half of which are recurring revenues, and incurred a loss before tax of £1.5m (after exceptional asset impairment and intra-group management charges of £0.7m) for the year ended 31 March 2013.

Phil Bellamy-Lee, Chief Executive of Energy Assets, commented, “I am delighted to announce the acquisition of BGlobal Metering Limited from Bglobal plc.  This transaction enables Energy Assets to expand its presence into the electricity sector and is a significant step in the delivery of the Group’s strategy to offer services across a multi-utility platform.  With continued focus on delivering value added services to the expanded utility and commercial client base, this acquisition also provides the Group with further opportunities for growth as well as enhancing our market position and increasing shareholder value in the near term.”

UK, Livingston, West Lothian & Blackburn, Lancashire

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EnerNOC acquires utility bill management software company EnTech

enernocEnerNOC has acquired EnTech, the provider of global utility bill management software. The terms of the transaction were not disclosed.

EnTech generates approximately $10 million in revenue annually and has offices in eight countries. It is headquartered in the United Kingdom and operates a software development center in Mumbai, India with approximately 100 employees at that location. EnTech’s software supports 200,000 utility tariffs worldwide and currently processes over one million utility bills per year for its customers.

“EnTech has impressive global reach. Its software product is the global UBM solution of over 50 enterprises. Eight of the Fortune 50, including the largest companies in the world in telecommunications, consumer products, banking, and auto manufacturing rely on EnTech’s UBM software,” said Tim Healy, Chairman and Chief Executive Officer of EnerNOC. “EnTech’s success to date is especially impressive considering that it has built its global presence primarily on its reputation and product differentiation without a sales force or marketing support.”

USA, Boston, MA & UK, London

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