Kantar to acquire a majority stake in Press Index S.A. in France

WPP’s wholly-owned operating network Kantar, an information, insight and consultancy group, is to acquire 87% of the share capital of Press Index S.A. in France at a price of EUR 6.81 per share.

On completion, Kantar will file with the French Market Authority, l’Autorité des marchés financiers, a cash simplified public tender offer to purchase the outstanding shares of Press Index for the same price per share.

If, at the end of the public tender offer, the non-tendered shares held by the minority shareholders represent less than 5% of the share capital and voting rights of Press Index, Kantar intends to implement a squeeze-out procedure.

Founded in 1997 and headquartered in Boulogne Billancourt (near Paris), Press Index is a search and media intelligence agency which has pioneered the press electronic monitoring business.  The agency employs around 210 people across offices in France, UK, Spain and Italy.

Press Index’s consolidated audited revenues for the year ended 31 December 2011 were EUR 17.5 million, with gross assets of EUR 12 million as at the same date.

UK, London and France, Boulogne Billancourt

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Porta acquires Twenty 20 Media Vision

Porta Communications PLC has  taken a majority stake in Twenty 20 Media Vision in a deal that values the company at up to £1.9 million.

Twenty 20 Media Vision is a full service media planning and buying agency based in Tunbridge Wells. It was founded just two years ago. Twenty 20 Media Vision has a client base from a range of sectors, such as entertainment, luxury, retail and healthcare; including Carpetright, Fat Face, Raymond Weil Watches, Wren Kitchens and Gieves and Hawkes.

Deal details:

Porta Communications has taken a 90% share. The maximum consideration payable will be linked to profits generated by Twenty 20 Media Vision over the next full year. The initial consideration of £370,000 will paid £40,000 in cash and through the issue of 3,300,000 new ordinary shares of 10p each. Additionally, deferred consideration of up to £1,530,000 will be payable subject to Twenty 20 Media Vision generating profits before tax for the year to 30 September 2013 of in excess of £500,000. The maximum deferred consideration will be paid as up to £300,000 in cash and the balance in new shares. If profits fall below £500,000 then the consideration will be scaled back on the following basis: for every £50,000 shortfall in profit, the consideration will be reduced by £190,000 in the same cash to shares ratio as the maximum deferred consideration (being approximately 20 : 80), by such a factor until only the initial consideration is payable.

Porta Chief Executive, David Wright stated that: “Twenty 20 represents another key element in the Porta business plan. It not only represents the first significant development by Porta in the advertising space, but also provides the Group both the management expertise and market presence to further develop its plans for the sector. We are looking to build on this strong base with further acquisitions in the near future.”

UK, London & Tunbridge Wells, Kent

Progressive Digital Media Group acquires Kable from Guardian News and Media

Progressive Digital Media Group has acquired Kable from Guardian News and Media. Kable tracks local government’s technology expenditure plans for suppliers hunting contracts. Kable provides business information, tactical intelligence, research, analysis and consultancy to a number of the UK’s leading blue chip companies. Terms of the deal were not disclosed.

PDMG said in their announcement that the acquisition “is in line with PDMG’s stated strategy of growing its exposure to subscription-based content revenue streams“

Kable was acquired by Guardian News and Media just five years ago in a deal managed on behalf of the shareholders by Fusion Corporate Partners.

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Hellman & Friedman takes controlling stake in Wood Mac

Private equity group Hellman & Friedman is to take a majority stake in energy analysis group Wood Mackenzie in a deal that values the company at £1.1 billion pounds ($1.7 billion). Wood Mac produces research on the oil, gas, metals and power markets

Vendor Charterhouse will retain a 13 percent interest. The sale means Charterhouse has seen its initial investment double in value, having repaid nearly £150m of the £420m debt it used to acquire Wood Mackenzie from Candover for £553m in 2009.

Hellman & Friedman will take a 63 percent stake in the business, while Wood Mackenzie’s management and staff will hold a 24 percent interest in the company.

Wood Mac’s management and staff led by Chief Executive Stephen Halliday will hold a 24 percent equity stake in the company, valued at 132 million pounds under the Hellman deal.

Wood Mac is projected to make EBITDA of 88 million pounds in 2012, rising to 100 million in 2013.

UK, Edinburgh, Scotland

 

Bloomsbury acquires Applied Visual Arts Publishing

Bloomsbury announces has acquired Applied Visual Arts Publishing (“AVA”), publishers for the applied digital arts, from Applied Visual Arts Publishing SA and AVA Publishing (UK) Limited for a total consideration of CHF 2,578,930 (approximately £1,730,000). The consideration will be paid in cash in three equal annual instalments, commencing on the date of completion.

AVA, established in 2001 in Switzerland, with its English language editorial support office in Worthing, publishes between 20 and 30 books per annum for students and professionals in the applied visual arts and had a turnover of £1,820,000 for the year ended 31 December 2011. The books are written by leading academic authorities, and have been adopted by many hundreds of universities, colleges and higher education bodies around the world. AVA has a strong following within the design community.

Following the acquisition, the business will be managed by Kathryn Earle, Bloomsbury’s Head of Visual Arts, as part of Bloomsbury’s Academic & Professional division. Synergies with the recently acquired Fairchild Books list, the Fashion Photography Archive due to be launched in 2013, and the existing Berg and Visual Arts lists are significant.

Nigel Newton, Chief Executive of Bloomsbury commented, “As part of Bloomsbury’s ongoing strategy to build our Academic & Professional division, we are delighted to have acquired the AVA list and the timing could not be better. We already have a very strong presence in visual arts, which has been considerably enhanced by the recent acquisition of Fairchild Books. We are pleased to be able to follow on from the Fairchild Books acquisition so quickly with this acquisition, and to consolidate our textbook publishing in the visual arts. An added bonus is that we will be able to take advantage of new co-edition opportunities.”
Caroline Walmsley, Managing Director of AVA UK, added,

“Bloomsbury is the perfect home for the AVA list. The publishing synergies are significant – from subject matter, to marketing and the sharing of mailing lists, to distribution and representation. We are very excited to be in such a strong position to move the AVA business and to become part of Bloomsbury.”

UK, London & Worthin & Switzerland, Lausanne

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Bloomsbury Publishing acquires Fairchild Books Posted on April 16, 2012

GroupM, WPP’s global media investment management arm, to acquire Alchemedia

GroupM, WPP’s global media investment management arm, is to acquire Alchemedia, a media planning & buying agency in South Korea.

Founded in 2004 and based in Seoul, Alchemedia is an independent media planning & buying agency. Alchemedia will be merged into GroupM Korea, and the combined company’s client roster will include Audi, GSK, Hicos Fragrances, IBM, LG Electronics, Lock & Lock, Procter & Gamble, Sejung Fashion, Red Bull, Rolex and VW.

Alchemedia’s audited revenues for the year ended 31 December 2011 were KRW 1.4 billion, with gross assets of KRW 10.0 billion.

UK, London & South Korea, Seoul

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Perform acquires Turkish digital sports media company Mackolit

Perform Group plc a company that distributes and commercialises sports content across connected digital platforms, has acquired a majority stake in Mackolik Internet Hizmetleri Ticaret A.S. which owns and operates a number of Turkey’s sports websites including mackolik.com and sahadan.com.

Perform is acquiring an initial 51% stake in the business for cash consideration of 40.8 million Turkish Lira (TRY) (£14.6 million) based on an agreed ten times multiple calculation of the full year audited EBITDA results of the business for the year ending 31 December 2012.  This initial payment will be made out of the Group’s existing cash resources and will be adjusted if reported EBITDA for 2012 is higher or lower than the current forecast of TRY 8 million.  In addition, Perform will acquire the remaining 49% for cash, based on an agreed ten times multiple calculation of the average full year audited EBITDA results of the business for the years ending 31 December 2014 and 2015 weighted 25% and 75% respectively, with maximum additional consideration payable in March 2016 of up to £60.4 million.

Oliver Slipper, joint CEO of Perform commented: “We continue to execute our strategy of augmenting our strong organic growth with selective acquisitions and are delighted to have announced the acquisition of Mackolik. Turkey is a hugely exciting opportunity for Perform, given the rapid growth in online advertising and internet usage and its young and growing population.  Within this important geography, Mackolik is the clear market leader with a fantastic portfolio of websites and content.  We are delighted to be able to welcome Mackolik to the Perform Group.”

Perform will report first half results on 30th August 2012.

UK, London & Turkey

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Mecom completes the sale of its media business in Norway to A-pressen AS

Mecom Group plc has completed the sale of Mecom Europe AS, which is the holding company for Edda Media AS, Mecom’s media business in Norway to A-pressen AS. This follows the earlier announcement that the Norwegian Competition Authority had cleared the sale. Edda operates 33 newspaper and websites.

Fusion DigiNet reported the sale agreement in December. the business was sold for an enterprise value of NOK1,725 million (€222 million).

The enterprise value of NOK1,725 million (€222 million) represents 7.9 times Edda Media’s FY 2010 EBITDA and 7.2 times Edda Media’s FY 2011 consensus EBITDA.

After adjusting for certain minority interest, net debt and working capital items, the effective proceeds to Mecom for the Mecom Europe shares are expected to be approximately NOK1,800 million (€231 million) of which approximately NOK300 million (€39 million) will be represented by cash in Edda Media.

In addition, Mecom’s sale and purchase agreement with A-pressen includes a conventional price adjustment mechanism such that, subject to the preparation and agreement of completion accounts, Mecom will receive an additional cash payment from A-Pressen for the free cash flow generated by Edda Media between 31st December 2011 and completion. Mecom anticipates that these incremental proceeds will be received within 3 months of completion.

Tom Toumazis, Chief Executive Officer of Mecom, commented, “We are delighted by the Norwegian Competition Authority’s announcement today which will allow us to complete the sale of Edda Media, resulting in a further significant improvement in the Group’s financial position. We are grateful to A-pressen for their co-operation throughout the past months and wish all our people at Edda Media well for the future.”

Norway, Oslo & UK, London

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Penton Media acquires Highline

B2B media company Penton Media has acquired Highline LP.  Formed in 1992, HighLine provides airport, ground handling, fuel and services information to the aviation industry. Since 1998, HighLine has collaborated with Penton’s AC-U-KWIK, the FBO directory serving the business aviation market as well as other new products. Terms of the deal were not disclosed.

“The Highline/AC-U-KWIK relationship goes back many years and we are pleased to be able to integrate the two businesses and develop even more robust digital products,” said David Kieselstein, CEO of Penton Media.  “We welcome Gillian and Alain George, the founders of Highline, and their team to Penton.”

Gillian and Alain George, will become directors of the group.

USA, New York, NY & UK, Ascot, Berkshire

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Burson-Marsteller to acquire i&e SAS

WPP’s wholly-owned public relations and public affairs firm Burson-Marsteller, is to acquire communications consultancy, i&e SAS in France.

Paris-based i&e has 50 years of experience in the French market and specialises in reputation management, brand marketing and change management.  The consultancy employs around 110 people and provides public relations services to public institutions and companies, including many of France’s leading brands.

i&e’s unaudited revenues for the year ended 31 December 2011 were approximately €13 million with gross assets of approximately €5 million at the same date.

Collectively, WPP companies employ nearly 5,000 people in France (including associates) with revenues of approximately US$850 million.  On this basis, France is WPP’s seventh largest market.

UK, London & France, Paris

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