XLMedia plc acquires ExciteAd Digital Marketing for up to $19M

XLMedia, a provider of digital performance marketing services, has acquired ExciteAd Digital Marketing Ltd (EDM), a leading social and mobile gaming marketing company, for a consideration of up to US$19 million in cash and shares. The acquisition is expected to be immediately earnings enhancing.

EDM, which trades under the name “DAU-UP” (www.dauup.com), specialises in social and mobile advertising specifically targeted at ‘user acquisition’ for social gaming applications. EDM’s principal geographical market is the US, in addition to other English and German speaking markets. EDM provides marketing services primarily to game developers in social and mobile platforms for either a performance based fee, such as CPI or cost per installation, or a management fee based on marketing spend.

For the 12 months ended 30 June 2014, EDM delivered revenues of $12.8m and profit before tax, excluding share based payments, of $3.0m (Management accounts, Non GAAP). EDM was established in 2010, is based in Israel and employs 27 staff.

Social Gaming, which involves playing online games (such as Casino themed, strategy and adventure based) on social media or community sites, is experiencing significant increased demand across web, smartphones, and tablets platforms. According to market specialists Technavio, the demand for these games is expected to continue to see continued growth with an estimated CAGR of 24% in the US alone between 2012 and 2016. This strong growth is driven by the tremendous demand in the mobile and smartphone markets and the free availability of many of these games.

Key Terms

XLMedia will acquire (on a debt free cash free basis) the entire issued share capital of EDM from its current shareholders which include Mr.Idan Nizri, the principal shareholder, founder and CEO, as well as other investors for a total consideration of up to US$19 million (approximately £11.4 million). XLMedia will pay US$12 million in cash immediately and two additional payments of up to an aggregate US$7 million will be payable based on EDM’s EBITDA performance during the first and second years after 1 July 2014, 71% of which may (at XLMedia’s discretion) be satisfied by the issue of new ordinary shares in XLMedia. The value of any new XLMedia Shares issued will be based on an agreed trailing average of the closing days trading price prior to election to issue the relevant shares. Each portion of any share consideration will be subject to an appropriate slow release arrangement. Mr. Nizri will remain with EDM for a minimum period of two years and shall be entitled to a seat on EDM’s board of directors.

Commenting on the acquisition, Mr. Ory Weihs, CEO of XLMedia said,

“We are delighted to be announcing the acquisition of EDM, our largest transaction since listing in London. One of the main reasons behind our IPO was to enable the Group to act as a consolidator in highly fragmented markets. Since listing, we have been working hard to execute such deals and are therefore excited to conclude the acquisition of EDM,a global leader in the social and gaming marketing arena.

“EDM represents a highly complementary fit for our business, is immediately earnings enhancing, strengthens our reach in the US, delivers diversification into social gaming and extends our current gambling expertise and customer base. We look forward to working with the EDM team and to continue to execute our stated growth strategy.”

Lemesos, Cyprus & Tel Aviv, Israel

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GroupM has agreed to acquire digital search marketing agency Keyade in France

WPP’s wholly-owned operating company GroupM, WPP’s global media investment management arm, has agreed to acquire Keyade, a leading digital search marketing agency in France.

Founded in 2006 and employing around 75 people in Paris and Dubai, the agency specialises in performance-driven online media purchasing. Clients include La Redoute, Air France and Interflora.

Keyade’s unaudited revenues for the year ended 31 March 2014 were EUR 7.0 million with gross assets of approximately EUR 8.6 million as at the same date.

UK, London & France, Paris

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Millward Brown acquires research firm InsightExpress in the US Posted on August 26, 2014

POSSIBLE acquires mobile developer Double Encore in the US

WPP’s wholly-owned company, POSSIBLE, the global creative digital agency, has acquired Double Encore, Inc. in the United States.

Double Encore’s unaudited revenues for the period ended 31 December 2013 were US$8.0 million with gross assets of US$2.6 million as of the same date. Clients include Major League Soccer, JetBlue, PGA TOUR, Kingston Technology Company and Meredith Corporation. Based in Denver, Double Encore employs 55 people. The company develops mobile apps for brands for iOS and Android operating systems.

UK, London & USA, Denver, CO

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The Mission Marketing Group acquires Proof Communication

Marketing communications group The Mission Marketing Group plc has acquired Proof Communication Limited through its technology specialist Agency, April-Six Limited.

Proof is an independent science, engineering and technology PR Agency with an office in Central London offering specialist communication services to Clients including national laboratories, international science facilities, global technology businesses, multinational engineering companies and universities. 

The Acquisition is not a substantial acquisition as defined by the AIM Rules for Companies. The consideration for the Acquisition comprises an upfront element payable on completion, with a further deferred contingent payment in 2016 subject to the performance of the business. The vendor management team can elect to receive a proportion of consideration due in new or existing ordinary shares of The Mission Marketing Group

Executive Chairman of The Mission Marketing Group plc, David Morgan, said: “We are delighted to welcome another high quality business into the mission family. Proof is an excellent complement to our existing technology offering and we look forward to developing our capabilities further. “

 UK, London

Project: WorldWide acquires Pitch

Project WorldwideIndependent agency network Project: WorldWide has acquired Pitch, a fully integrated advertising agency based in Culver City, California. The terms of the deal were not disclosed.

Founded in 2008 by Jon Banks and Kim Thomsen, Pitch was named a 2014 “Agency to Watch” by Advertising Age and placed second nationally for “Agency of the Year” (11-75 employees) at Advertising Age’sSmall Agency Awards. Pitch’s clients include Burger King, Pepsi, Meineke, and Living Spaces.

pitch“Pitch is an agency experiencing tremendous momentum. It is a high-energy agency with a strong management team and philosophical foundation that they live every day,” said Robert G. Vallee Jr., Chairman & CEO of Project: WorldWide. “This acquisition is consistent with our approach to attract top talent with a strong entrepreneurial attitude and skills that can both stand alone and work well with our other agencies. We are a modern holding company and Pitch is a natural fit with the rest of our agencies.”

Pitch will become Project’s 11th agency in the network, which launched in 2010, and includes George P. Johnson, Partners + Napier, JUXT, G7 Entertainment Marketing, Motive, Spinifex Group, Raumtechnik, Shoptology, School, and ARGONAUT.

USA, Los Angeles, CA & Culver City, CA

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RTL Group buys 65% of video advertising platform SpotXchange

RTLRTL Group, the European entertainment network, is to acquire a 65 percent majority stake in the Denver-based video advertising platform SpotXchange. RTL, which is controlled by German media conglomerate Bertelsmann, will pay $144 million for the company which was founded in 2007 by Michael Shehan (CEO) and Steve Swoboda (COO and CFO).  RTL Group also has the opportunity to acquire the remaining shareholding in the future.

spotxchange-logoSpotXchange provides a comprehensive video advertising monetisation platform to hundreds of publishers including such as The Atlantic, Hearst Corporation, Meredith Video Studios, Mail Online, NDN and Adaptive Media. Over one billion auctions for video advertising impressions are transacted through the SpotXchange platform daily, with ads delivered to 335 million people in over 100 countries per month. The company currently has 180 employees with headquarters in Denver, Colorado, and offices in several US and international locations. SpotXchange’s current investors include H.I.G. Growth Partners, the dedicated growth capital investment affiliate of H.I.G. Capital.

The joint statement from Anke Schäferkordt and Guillaume de Posch, Co-CEOs of RTL Group said, “Following our investments in non-linear TV services and in multi-channel networks on Youtube, RTL Group has already become the leading European media company in terms of online video views. The logical next step in our strategy is a structural move into the area of digital monetization – improving our skills by adding innovative data- and technology-based competencies. SpotXchange is the perfect fit for RTL Group for such a move: it has a first-class management team that has built a leading, state-of-the-art platform for programmatic selling of online video advertising. With its impressive growth story and strong positioning in the United States, SpotXchange also represents a unique opportunity to enhance RTL Group’s presence in the world’s biggest and most advanced media market.”

RTL Group will appoint three of five members of the Board of SpotXchange. Michael Shehan and Steve Swoboda will continue to manage the day-to-day operations of the company, reporting to its Board.

RTL Group and the management team of SpotXchange have developed a joint growth plan to keep SpotXchange on its current growth path in the US and Asian-Pacific region, while simultaneously focusing on an accelerated roll-out in Europe.

Luxembourg & USA, Denver, CO

 

 

Kantar invests in automated market research business ZappiStore

KantarKantar, WPP’s wholly-owned data investment management business, has invested in ZappiStore Limited, an automated market research, based in London. The terms of the deal were not disclosed.

Launched in 2013, ZappiStore offers software applications which provide automated data collection and analytics through a self-service platform.

The company currently operates in nine countries with plans to expand into 11 additional markets in the near future. ZappiStore’s clients include five of the top 10 global consumer goods companies.

UK, London

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Beta Music Group acquires Digital Media Company, Viewpon

viewponDigital media holding company Beta Music Group has completed the acquisition of Viewpon Holdings. The terms of the transaction were not disclosed. Viewpon is a lifestyle entertainment, digital media and listing services website that features small businesses across San Francisco, Sacramento, Seattle and the Pacific Northwest.

Jim Ennis, Chief Executive Officer of Beta Music Group, said, “Launched over four years ago, the Viewpon digital media platform and television show has created instant success for small and medium-sized local businesses along the west coast. We have worked closely over the past several months with Viewpon’s executive management and are excited to be working together regarding this expansion. Viewpon, with their extensive experience in television production and serving the small business sector, is a key strategic partner for our Company,”

USA, Miami, FL

6 new WPP acquisitions

wpp1. Kantar acquires majority stake in data visualisation and interactive specialist Guardian Digital Agency, in the UK

WPP’s wholly-owned data investment management arm, Kantar, has acquired the Guardian Digital Agency (“GDA”), a specialist data visualisation, site design and interactive development agency, previously part of Guardian News and Media Group. The company, which employs 13 people, will be rebranded under the new name Graphic. Many of Kantar’s 12 companies have already worked with GDA.

UK, London

 2. Grey to acquire a majority stake in Circus, Peru’s largest independent advertising agency

WPP’s wholly-owned operating company Grey, is to acquire a majority stake in Circus Peru S.A., the largest independent adverting agency in Peru.

Founded in 2008, Circus is a full-service integrated marketing company. Its subsidiaries include Circus Interactive, Circus Retail, Circus Experience, Brand Lab, a design company, and Carne, a second advertising agency. Circus will be integrated into the existing Grey Peru and be renamed Circus Grey.

Circus’ unaudited revenues were PEN 34 million as of December 31, 2013 with net assets of PEN 9.0 million as of the same date. Clients include Grupo Credito, Grupo Falabella, Claro and San Fernando. Based in Lima, the agency employs nearly 200 people.

Other WPP companies active in Peru (including affiliates) are Young & Rubicam, Ogilvy & Mather, J. Walter Thompson, GroupM, Burson-Marsteller, IBOPE, Kantar Worldpanel, TNS and Geometry Global.

UK, London & Peru, Lima

3. Millward Brown acquires global brand strategy company EffectiveBrands

WPP’s wholly-owned operating company Millward Brown, has acquired EffectiveBrands Holding B.V., a marketing strategy consulting firms.

Founded in 2001 by Marc de Swaan Arons and Frank van den Driest, the company’s unaudited revenues for the year ended 31 March 2014 were approximately EUR 14.1 million with gross assets at the same date of approximately EUR 6.5 million. Clients include Pernod Ricard, Virgin, Barclays, Unilever and PepsiCo. EffectiveBrands is headquartered in Amsterdam with offices in London, New York, Singapore and Tokyo and employs about 65 people.

Millward Brown will combine EffectiveBrands with Millward Brown Optimor, its strategy consulting unit, to form Millward Brown Vermeer. Millward Brown

UK, London & The Netherlands, Amsterdam

4. WT acquires majority stake in creative agency The Hardy Boys in South Africa

WPP’s wholly-owned operating company JWT, has acquired a majority stake in The Hardy Boys, a leading creative agency in South Africa.

Founded in 1994 in Durban, The Hardy Boys is a multi-disciplinary, brand building agency, with fully integrated activation capabilities. Clients include Unilever, Diageo, SA Home Loans, ADvTECH and RCL Foods amongst others.

The Hardy Boys’ revenues for the year ended 28 February 2014 were approximately ZAR 55 million, with gross assets at the same date of approximately ZAR 32.2 million.

UK, London & South Africa, Durban

5. Kantar Media acquires media intelligence business Precise

WPP’s wholly-owned media research and analytics business Kantar Media, has acquired a majority stake in the issued share capital of Precise Media Group Holdings Limited, a provider of monitoring and evaluation services.

Founded in 1996 and based in London, with offices in New York, Precise employs 430 people servicing 2,500 customers including multinational corporations, PR agencies, public sector bodies and SME clients. For the year ending 30 September 2013, Precise’s revenues were £28.9 million, with gross assets as at the same date of £34.4 million.

UK, London & USA, New York, NY

6. XM Asia to acquire majority stake in Sofresh in Vietnam

WPP’s wholly owned operating company, XM Asia, a JWT company, is to acquire a majority stake in Sofresh, a leading digital creative agency in Vietnam.

Sofresh, co-founded in 2007 by Ly Viet Vu and Justin Cohen, develops digital strategy, digital creative ideas and marketing campaigns across multiple digital channels, including social media, mobile and the web. The company also designs and builds e-commerce platforms, customer relationship management systems and in-store digital installations.

Sofresh works with a range of local and global clients, including Diageo, GSK, Kinh Do, Techcombank and Unilever.

Sofresh had revenues of VND 35.7 billion for the year ending December 31, 2013, with gross assets of VND 30.1 billion, as at the same date. The company employs 85 people.

Sofresh marks WPP’s third acquisition in Vietnam in seven months. In Vietnam, WPP companies (including associates) generate revenues of about $80 million and employ approximately 1,000 people.

UK, London & Vietnam

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Communisis acquires The Communications Agency Limited

communisisCommunisis plc has acquired the entire share capital of The Communications Agency Limited (TCA) or £7.25m. TCA is a long-established agency that specialises in brand response and customer relationship marketing.

TCA is based in London with 42 employees, all of whom are transferring to Communisis. The Chairman, Robert Prevezer, and Chief Executive, Adam Leigh, the principal vendors, are also joining the Group in senior executive roles.

Terms of the Acquisition

Communisis has acquired TCA for £7.25m  plus the amount of TCA’s surplus cash of up to £0.75m. The consideration will be paid in cash of up to £6.55m and 2,404,643 new ordinary shares in Communisis to the value of £1.45m. Of the base consideration, up to £0.5m in cash is deferred and contingent on TCA delivering its projected adjusted EBITDA for its financial year ending 31 October 2014. The base consideration takes account of TCA’s adjusted EBITDA both for the year ended 31 October 2013 and projected for the three years ending 31 October 2016, before synergy benefits.

For the financial year ended 31 October 2013, TCA generated adjusted EBITDA of £0.45m on turnover of £6.2m (£4.0m net of recharged costs). Gross assets at that date were £1.38m.

Andy Blundell, Communisis Chief Executive, said, “TCA is a long-established, award-winning and well-respected agency that brings an impressive range of new capabilities and experience to the Group’s Design segment. It will sit at the heart of Communisis’ creative offering. The growth prospects are excellent.”

UK, London

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