Pearson acquires Certiport for $140M

Pearson has acquired Certiport from Spire Capital Partners for $140m in cash.

Founded in 1997 in Utah, Certiport develops, markets and distributes certification exams and practice tests of IT and digital literacy skills. It is a leading provider of foundation-level certification programmes for Microsoft, Adobe, HP, Intuit and other renowned technology companies. Certiport sells its certifications and assessments through a network of 12,000 testing centres operated by 70 partners in more than 150 countries. The network delivers approximately 225,000 examinations in 27 languages every month.

The acquisition extends the product range and geographic reach of Pearson’s professional testing business, Pearson VUE. Certiport’s foundation-level services complement Pearson VUE’s strong position in certifications and assessments for established technology professionals. Certiport also supports Pearson VUE’s expansion in fast-growing international markets, generating more than 60% of its revenues outside North America with particular strength in Asia and the Middle East. By providing access to Pearson’s content, assessment and test preparation services, the two companies intend to develop and enhance the range of services that Certiport offers to its customers.

Certiport generated revenues of $48m in 2011. It is a fast-growing company, increasing revenues at a compound annual rate of more than 20% over the past three years. Pearson will expense integration costs relating Certiport in 2012 and 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 2013, its first full year.

Rona Fairhead, chief executive of Pearson’s professional education businesses, said, “Certiport is a high-quality company serving the significant demand for foundation IT skills. That need is growing fast and is truly international. The combination of Pearson VUE and Certiport will strengthen both businesses and will give us a unique portfolio of technology assessments and certification, serving everyone from a basic word-processing users to technology experts.”

UK, London & USA, American Fork, UH

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WPP’s Possible Worldwide acquires Grape LLC in Russia

Possible Worldwide, a global interactive marketing agency and part of WPP Digital, is to acquire a majority stake in Grape LLC in Russia.

Founded in 2002 by Andrey Vinograd and Boris Ryss and headed by CEO Andrei Anischenko, Grape is a Moscow-based digital marketing services agency with a focus on website and social media strategies. The agency employs 124 people and major clients include Henkel, JTI, MTS and SABMiller.

Grape’s consolidated unaudited revenues for the year ended 31 December 2011 were approximately RUB 425 million with gross assets as at the same date of approximately RUB 216 million.

This investment continues WPP’s strategy of developing its services in fast-growing and important markets and sectors and strengthening its capabilities in digital media.  WPP’s digital revenues totalled US$4.8 billion in 2011, representing approximately 30% of the Group’s total revenues of over US$16 billion.  WPP has set a target of 35-40% of revenue to be derived from digital in the next five years.

WPP companies, including associates, employ around 1900 people in Russia with revenues of well over US$200 million.  Across the Central and Eastern European markets collectively, WPP companies, including associates, employ almost 6,000 people with revenues of approximately US$600 million, underlining its leadership position in the advertising and marketing services sector in this important region.

UK, London & Russia. Moscow

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Wilmington Group acquires Millennium ADMP

Wilmington Group Plc, the professional information and training group, has aquired the business and certain assets of Millennium ADMP Ltd which is in administrative receivership (the “Business”), for a cash consideration of £465,000.

The Business was acquired by Wilmington Millennium Ltd, a wholly owned subsidiary of Wilmington formed for the purpose of making the acquisition. Wilmington will fund the consideration from existing debt facilities.

The Business provides information and services to the insurance market and provides data and sales services to Smee & Ford Ltd another wholly owned Wilmington subsidiary. During the year ended 30 June 2011, the Business made profits before interest, tax and amortisation of £0.4 million on turnover of £5.9 million. The Business has gross assets of approximately £0.9 million.

Charles Brady, CEO of Wilmington, commented “We are pleased to have been able to rescue one of our trading partners and secure the continuing employment of their staff. For Wilmington the acquisition represents an opportunity not only to secure the continued support for the activities of Smee & Ford but to benefit from the services which Millennium provides to a number of major insurance companies”.

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UK, London

Smiths News acquires Hedgelane

Smiths News PLC, the UK based wholesaler of newspapers, magazines and books, has acquired Hedgelane Limited whose principal subsidiary trades as The Consortium for Purchasing and Distribution Limited, a UK specialist distributor of consumable products to the educational market, for an aggregate consideration of £38.0m, equivalent to an enterprise value of £44.1m.

The aggregate consideration comprises £32 million of initial cash consideration to be financed through existing available debt facilities, up to £2 million of deferred consideration payable in cash in January 2013 dependent on certain conditions and to be financed through available existing debt facilities, and up to £4 million of deferred consideration payable in Smiths News PLC shares in January 2014 dependent on certain conditions.

The Consortium is a profitable, cash generative business that is expected to add an additional £64 million sales and £7 million EBITDA to Smiths News PLC on a proforma FY12 basis.  The transaction is immediately EPS accretive and will generate returns significantly above the Group’s cost of capital.

UK, Swindon, Wiltshire

Chime Communications PLC acquires controlling interest in Harvey Walsh Limited

Chime Communications PLC has acquired 51% of the share capital of Harvey Walsh Limited, a company providing market access and data services to the pharmaceutical industry and the NHS, for an initial consideration of £2.19 million.

The initial consideration comprises £2.1 million in cash and a further £90,000 in cash representing 51% of working capital of HWL at acquisition which is surplus to requirements after HWL joins the Group. A further tranche of the initial consideration of up to £1.9 million may be payable depending upon the trading performance of HWL in 2012 and 2013.

HWL reported turnover of £1.6 million for the 14 months ended 31 December 2011 and operating profit of £517,000. The gross assets of HWL were £660,000 as at 31 December 2011.

Chime is acquiring the interest in the business from HWL’s two owner directors; Sue Beecroft and Julia Wilkins. Following completion, Sue and Julia will continue to develop HWL as part of Chime’s healthcare division, OPEN Health.  HWL’s clients include: Lilly, Napp and Sanofi.

UK, London

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Hubert Burda UK chief buys Love It! and Full House!

According to The Press Gazette, the chief executive of Hubert Burda Media UK, Luke Patten, has bought the company’s real-life titles Love It! and Full House!

HBM said the magazines had been sold to a company called Pep Publishing, which according to a Companies House report was incorporated in February with Patten as sole director.

A spokesman for HBM said Patten would continue in his role as chief executive of the company, confirming that Pep Publishing was not a subsidiary of HBM but wholly-owned by Patten.

Under the terms of the sale all current stuff will be transferred to Pep Publishing and no redundancies are anticipated.

The sell-off means HBM now has five titles in its portfolio: Your Home, Wedding Magazine, Wedding Flowers, Essential Kitchen Bathroom Bedroom, and the recently launched lifestyle magazine LandLove.

In a statement, Fabrizio D’angelo, head of Hubert Burda International, said: “We are concentrating on our growing UK portfolio of monthly titles with a continuing strategy of acquisition and international group launches. We wish Pep every success.”

UK, Essex

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Perform Group to acquire RunningBall for up to €120 million

Perform Group plc , a distributor of multimedia sports content across multiple internet-enabled digital platforms, is to acquire RunningBall Holding AG, a real-time sports data provider, to be effected through the acquisition by a wholly-owned subsidiary of the Company of RunningBall’s two immediate holding companies, for a minimum consideration of €101 million and a maximum consideration of €120 million. Initial consideration of €70 million will consist of €20 million in cash, financed from existing cash resources, and €50 million in the form of 13.5 million new ordinary shares in the Company that will be issued to the sellers. The number of New Ordinary Shares is based on the average closing mid market price of Perform’s ordinary shares and average closing mid-point sterling:euro exchange rate over the 30 trading days preceding 15 May 2012. Deferred consideration of between €31 million and €50 million will be payable entirely in cash and will be financed from new debt facilities. Total consideration will be based on a multiple of 9 times audited EBITDA of RunningBall for the year ended 31 December 2012.

In view of its size, the proposed acquisition constitutes a Class 1 transaction for the purposes of the Financial Services Authority’s Listing Rules and therefore requires the approval of Perform shareholders in order for it to be implemented.

In 2011 RunningBall produced real-time data coverage of over 35,000 sporting events (including over 30,000 football matches), producing over 1,000 items of data in relation to each match, and within the field of football is already one of the most comprehensive real-time data services available anywhere in the world.  In 2012 it is anticipated that RunningBall will increase its services to include coverage of over 40,000 events. RunningBall is headquartered in Switzerland, with operational centres in Austria, Portugal, Cyprus and Malaysia.

For the year ended 31 December 2011, RunningBall had revenue of €16.1 million and EBITDA of €7.2 million, up 20.1% and 75.4% year-on-year respectively.

Perform’s Chairman, Paul Walker, said, “The acquisition of RunningBall is an exciting opportunity to further advance Perform’s market leadership whilst at the same time delivering excellent financial returns. We are confident that Perform’s strategy of combining strong organic growth with selected acquisitions, in line with our stated criteria, will enable Perform to create significant long-term value for shareholders.”

UK, Feltham & Switzerland, Hünenberg

Media Corp acquires Intabet Limited

Media Corporation Plc, the AIM quoted advertising network and online gaming group, has acquired Intabet Limited, a new online betting platform,. As consideration for the acquisition the Media Corporation has issued and allotted to the vendors of Intabet 152,719,840 new ordinary shares at 1p each valuing Intabet at £1.53m. and representing 29.99 per cent of the enlarged issued share capital of the Company.

Phil Jackson and Adam Fraser-Harris, part of the management team of Intabet, are to join the Board of Media Corp with immediate effect as non-executive chairman and interim CEO respectively. With the announcement of the Acquisition, Justin Drummond, Chairman, and Sara Vincent, Interim CEO, have resigned from the Board with immediate effect and have left the Group.

UK, London

Yell acquires Moonfruit

Yell has acquired Moonfruit Limited, the UK DIY website and online shop builder. The total cash consideration for the acquisition is approximately £18 million, funded out of Yell’s cash reserves. Retention bonuses of up to £5.2 million will be paid to key Moonfruit management after two years, provided that they remain exclusively employed by Yell.

The deal is a significant move in Yell’s ongoing transformation from its established position in providing print and online advertising for SMEs to becoming a major part of the local eMarketplace. The eMarketplace comprises an innovative platform and digital portal where consumers and SMEs can connect and transact. This acquisition helps Yell secure the foundations for this strategy by significantly enhancing its ability to provide cutting edge websites, mobile sites and simple – “light” – commerce services to millions of SMEs.

Last year Yell acquired Znode. While Znode technology is providing SMEs with enterprise opportunities through its ecommerce platform, Moonfruit offers them “light” commerce, and the opportunity to enhance their presence online, on mobile and on social. This makes the eMarketplace more accessible to more merchants, so enhancing the consumer experience.

The deal provides Yell with potential future cost efficiencies and enhanced capability in areas such as website construction, proofing and editing, reflecting the calibre of Moonfruit’s platform.  The deal accelerates Moonfruit’s own expansion worldwide, building on its rapid growth in the UK and US.

Mike Pocock, Chief Executive Officer of Yell, said: “We believe there are significant strategic, cultural and operating synergies between Yell and Moonfruit. The addition of Moonfruit’s services and team helps us provide competitive advantage to our global SME customers in connecting with consumers through digital, mobile and social.”

Nearly five million websites and 230,000 online shops, mainly in the UK and US, have been created using Moonfruit.com technology. Updated HTML5 versions of their sites that build on their existing HTML5 mobile and Facebook versions will be launched later this year.

Yell is acquiring Moonfruit’s innovative technology as well as its technical and design teams. Moonfruit.com will remain a sub-brand. Moonfruit co-founders Chief Executive Officer Wendy Tan-White, Chief Operating Officer Joe White and Chief Technology Officer Eirik Pettersen will take senior roles in Yell Group. Wendy Tan-White and Joe White will report directly to Scott Moore, who joined Yell last December in the new global role of Chief Digital Officer. Scott was previously Partner and Executive Producer at MSN, having held senior roles at Yahoo! and Microsoft businesses.

Moonfruit’s website Moonfruit.com was launched in the UK in 2000 with a mission to make the web easily accessible for local businesses and consumers. When a customer builds a Moonfruit site, with a click of a button they can add a commerce option, a mobile presence and build a Facebook store, all from the same platform. Moonfruit took £1.57 million in funding in 2010 from investors Stephens(US) and Silicon Valley based angels – Dave McClure 500 Startups, Robbie Van-Adibe and Theorem.

UK, London

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Publicis Groupe Acquires Longtuo

Publicis Groupe has acquired Beijing-based Longtuo, a digital marketing company with strong eCommerce expertise in creative, customer acquisition, marketing solutions and measurement tools. Longtuo will be part of the Groupe-owned Razorfish network and will be named Razorfish Longtuo China.

Founded in 2000, Longtuo employs 200 people throughout its Beijing headquarters and Shanghai and Guangzhou offices. The addition of Longtuo will more than double the size of Razorfish in China, which currently employs 130 people and provides e-Commerce services to clients such as Converse, Hertz, and GM Onstar.

Longtuo serves a prestigious roster of Chinese marketers including 360buy, Kohler, Masamaso, Taobao (the country’s two largest B2C e-Commerce portals) and Yves Rocher. Longtuo also contracts work for Renault, providing website development and content management, as well as traffic measurement and analysis.

The acquisition of Longtuo will give Publicis Groupe more commanding clout in China’s booming e-Commerce market, which Forrester projects to be a $94.6 billion business in 2012. eMarketer estimates the market to grow at more than 92% annually for the next three years and forecasts China will become the world’s largest e-Commerce marketplace by 2015.

Longtuo’s CEO and founding partner, SU Yi, will become Managing Director of Razorfish Longtuo China, and will report to Vincent Digonnet, President of Razorfish Asia Pacific and Executive Chairman of Razorfish Greater China.

Jean-Yves Naouri, Publicis Groupe COO and Chairman of Publicis Groupe China added: “The forecasts for e-Commerce growth in China are spectacular. With new advances in payment technology, broadband access and safe delivery systems making e-Commerce an attractive alternative to retail shops, China has the potential to become the world’s premier e-Commerce market very swiftly, outstripping even the United States. This acquisition means we’re now perfectly positioned to offer our international clients first-in-class local expertise. In addition, with 70% of e-Commerce spending in China currently going to Chinese businesses, Longtuo opens our doors to a number of key clients. The Groupe is accelerating our drive to meet our ambitious targets for growth in China.”

The acquisition of Longtuo is another step towards Publicis Groupe’s objective to double its size in the fast-growing Chinese market between 2010 and 2013. This goal is part of an overall strategy of strongly boosting revenue derived from emerging economies and from the digital sector. In the past four months Publicis Groupe has acquired four agencies based inChina: UBS (February 2012), King Harvests (March 2012), Luminous (March 2012) and now Longtuo. Since 2010, the Groupe has acquired W&K (April 2010) G4 (July 2010) Eastwei Relations (November 2010), Interactive Communications Ltd (February 2011), Dreams (May 2011), Genedigi (June 2011), Wangfan (November 2011), and Gomye (November 2011).

France, Paris & China, Beijing

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