AOL completes acquisition of Adap.tv

aolAOL Inc. has completed its acquisition of Adap.tv, a global, programmatic video advertising platform for the world’s largest brands, agencies, and publishers. The terms of the deal were not disclosed.

Adap.tv is a global programmatic video technology stack across all screens and will operate independently as part of AOL’s video organisation. It will be included as part of the overall solution offered by AOL Networks to publishers, advertisers and agencies.

adapt“With the addition of Adap.tv, AOL’s leadership position in digital video is further solidified,” said Tim Armstrong, Chairman and CEO of AOL. “AOL is well positioned to capitalize on two clear trends in the video space – the movement of advertising dollars from linear to online video and the shift from manual transactions to programmatic media buying. We welcome Adap.tv and its extremely talented employees to the AOL team.”

USA, New York, NY

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Communisis acquires content marketing agency Editions Publishing

communisisCustomer communication services, Communisis plc,  has acquired Editions Publishing Limited, a UK content marketing  agency in the financial services sector.

The Acquisition is at an enterprise value (on a cash free, debt free basis) of £5.87m, including Editions Publishing Limited’s net assets at completion, estimated at £0.2m. The consideration payable by Communisis totals approximately £7.1m, including acquired cash of about £1.2m. The consideration will be satisfied in cash of approximately £5.4m and through the issue of 3,003,533 new ordinary shares of 25p each in the share capital of Communisis (the “Consideration Shares”) to the value of £1.7m, based on the averagemiddle market closing price over the 5 business days prior to 3 September 2013, of 56.6 pence per ordinary share.

The Consideration Shares will rank equally in all respects with Communisis’ existing ordinary shares. 574,204 and 2,429,329 Consideration Shares are subject to an absolute lock-in for one and two years respectively after the Acquisition. After the second anniversary of the Acquisition the 2,429,329 Consideration Shares will only be tradable on an orderly market basis through the Group’s brokers.

Editions Publishing Limited, trading as Editions Financial (“EF”), has delivered in excess of 2,000 projects for more than 33 financial brands over 14 years. EF is based in Edinburgh and has a 31-strong team of specialist writers, designers, digital experts, content strategists, broadcasters and marketing specialists.

EF works directly with major financial brands to develop their content strategies (including benchmarking, proposition development and campaign planning). It then implements the strategy by providing a co-ordinated content marketing delivery service in all key channels including copywriting, video production, digital content, print and digital magazines, ezines, social media, event content and front line sales collateral.

The Acquisition is projected to be earnings enhancing in its first full year of ownership by the Group. For the year ended 31 August 2012, EF recorded profit before tax of £0.5m on turnover of £2.6m with gross assets of £1.3m at the year end. Turnover and profit increased during the year ended 31 August 2013 and continued organic growth is expected in 2014 and beyond, supplemented by synergy opportunities within the enlarged Group.

Andy Blundell, Communisis Chief Executive, said, “As the UK’s leading content marketing agency within the financial services sector, Editions Financial is a clear strategic fit with the Group’s aspiration to broaden and deepen its service offering. The acquisition also strengthens our already strong position in the financial services sector. We are delighted that the owners have decided to join Communisis and that they are equally committed both to the continuing development of the Editions Financial business and to the growth and expansion of the Group.”

Caspian Woods, Founder and Chairman of EF, commented, “Joining Communisis is an excellent opportunity for us to accelerate the growth of our business, to provide a broader range of services to our clients and to offer a richer experience to our staff, with the backing and resources of a larger group. As more brands adopt content marketing, the most important aspect will be its relevance to the reader. Communisis’ unparalleled capabilities in data-driven personalised communications coupled with compelling content will make for a powerful proposition. Developing it will be an exciting challenge for us and the Editions Financial team.”

Application will be made to the UK Listing Authority for the Consideration Shares to be admitted to the Official List maintained by the UK Listing Authority and to the London Stock Exchange for the Consideration Shares to be admitted to trading on its Main Market for listed securities. It is expected that admission of the Consideration Shares will become effective, and that dealings in the Consideration Shares will commence, at 8.00 a.m. on 11 September 2013.

Following admission of the Consideration Shares, the Company’s issued share capital will consist of 194,405,651 ordinary shares of 25p each with voting rights. The Company does not hold any ordinary shares in treasury.

UK, Leeds & Edinburgh

WPP’s tenthavenue acquires minority stake in Candyspace in the United Kingdom

wppWPP’s wholly-owned operating company, tenthavenue, has acquired a minority interest in Candyspace Media, a multi-platform agency in the UK. Terms of the deal were not disclosed.

Established in 2005 in London, Candyspace is a full service mobile and multichannel digital agency, employing 25 people. Its services include strategy and planning, user experience, design, development, testing, analytics, project and campaign management.

UK, London

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Ebiquity acquires Stratigent

Ebiquity has acquired Stratigent LLC. Stratigent is a US-based multi-channel analytics provider that helps its clients to measure and optimise their consumer communications and engagement, predominantly focused on ‘owned’ channels.

The majority of these interests are being acquired from Stratigent’s founders, Julie Oberweis and Josh Manion, for an initial consideration of approximately US$4m. The maximum total consideration for these interests is up to US$7m, payable in cash, depending on the performance of the Stratigent business in the full financial year ending 31 December 2013.

Members of Stratigent’s management team hold a minority of interests in Stratigent. These interests are being acquired for an aggregate consideration of up to US$1.5m, depending on the performance of the Stratigent business in the three financial years ending 30 April 2016.

Stratigent’s unaudited revenue for the year ended 31 December 2012 was approximately US$3.5m and it generated an unaudited operating profit of approximately US$0.9m. Stratigent employs approximately 20 people. The Acquisition is expected to be earnings enhancing in the first full financial year.

Stratigent’s CEO, Bill Bruno, will remain as Chief Executive of the Stratigent business.

At the same time, Ebiquity has increased its debt facility with Bank of Ireland and Barclays to provide an additional £6m of available funds. The increased facility will be used to fund the acquisition and to make funds available for other potential future acquisitions.

Michael Greenlees, Chief Executive Officer of Ebiquity, said, “The acquisition of Stratigent represents a significant step into marketing performance optimisation in the US market. We are delighted to welcome Bill Bruno and his team to Ebiquity and look forward to their growing contribution to our business.”

UK, London & Naperville, IL

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JWT to acquire majority stake in Post Visual in South Korea

wppWPP‘s wholly owned operating company, JWT, has agreed to acquire a majority stake in Post Visual, a highly awarded digital agency in South Korea. The terms of the deal were not disclosed.

Headquartered in Seoul, Post Visual is considered also to be a top creative agency in South Korea, with major clients including Nike, Google, and eBay. Post Visual was the first agency in South Korea to win a Gold Cyber Lion at Cannes and has won Gold awards at other global festivals.

As at year ending December 2012, Post Visual had unaudited revenues of KRW 4.8 billion and gross assets of KRW 3.4 billion as at the same date. Founded in 2000, Post Visual employs more than 60 people.

UK, London & South Korea, Seoul

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WPP Digital acquires minority stake in Mutual Mobile in the United States

wppWPP Digital, the digital investment arm of WPP, has acquired a minority interest in Mutual Mobile, Inc., a mobile product development agency. Mutual Mobile builds technology products for its clients that allow for better communication and transacting across any mobile devices and all operating systems, wherever the consumer may be.

Mutual Mobile’s unaudited revenue as of 31 December 2012 was US $25.7 million with total net assets of approximately US $4 million. Clients include Google, Pearson, Cisco and Xerox. Based in Austin, the company employs 320 people.

UK, London & USA, Austin, TX

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OgilvyOne acquires Verticurl

wppWPP‘s wholly owned operating company, OgilvyOne, the customer engagement division of Ogilvy & Mather Group, has acquired a majority stake in Verticurl, a demand generation and marketing automation services firm.

Demand generation is the focus of targeted marketing programs to drive awareness and interest in a company’s products, services and/or solutions. Marketing automation refers to data driven software platforms designed for automating repetitive marketing tasks helping to streamline sales and marketing organizations by replacing high-touch, repetitive manual processes with automated solutions.

verticurlHeadquartered in Singapore, Verticurl has a strong global footprint. Founded in 2006, Verticurl employs more than 160 people working across offices in Japan, China, Australia, Korea, India, Indonesia, the United Kingdom, Germany, the United States and Canada.

Verticurl’s unaudited revenues as at financial year ended 31 March 2013 were S$5.9million, with gross assets of S$2.8 million.

UK, London & Singapore

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Omnicom Group and Publicis Groupe to merge

publicis OmnicomOmnicom Group and Publicis Groupe are to merge, creating the world’s largest communications, advertising, marketing and digital services company, with combined 2012 revenue of $22.7 billion / €17.7 billion. Based on closing prices on July 26, 2013, Publicis Omnicom Group will have a combined equity market capitalization of approximately $35.1 billion / €26.5 billion. The merged group will have more than 130,000 employees. The merger is expected to generate efficiencies of $500 million / €377 million.

The Publicis Omnicom Group will include BBDO, Saatchi & Saatchi, DDB, Leo Burnett, TBWA, Razorfish, Publicis Worldwide, Fleishman-Hillard, DigitasLBi, Ketchum, StarcomMediaVest, OMD, BBH, Interbrand, MSLGROUP, RAPP, Publicis Healthcare Communications Group (PHCG), Proximity, Rosetta, CDM, ZenithOptimedia and Goodby, Silverstein & Partners.

Maurice Lévy, Chairman and CEO of Publicis Groupe, said: “The communication and marketing landscape has undergone dramatic changes in recent years including the exponential development of new media giants, the explosion of Big Data, blurring of the roles of all players and profound changes in consumer behavior. This evolution has created both great challenges and tremendous opportunities for clients. John and I have conceived this merger to benefit our clients by bringing together the most comprehensive offering of analog and digital services. Equally important, it will offer our talented people new avenues for growth and success at the crossroads of strategic intelligence, creativity, science and technology.”

John Wren, CEO of Omnicom, said: “Both Maurice and I believe this new company reflects our vision of retaining the best talent, attracting an incredible roster of clients and leading innovation. Omnicom and Publicis Groupe are reshaping the industry by setting a new standard for supporting clients with integrated messaging across marketing disciplines and geographies. This combination will enable us to leverage the skills of our exceptionally talented people, our broad product offering, enhanced global footprint, and tremendous roster of global and local clients. In short, we believe this is a merger that will set our new company on a path to accelerated growth, with long-term benefits for clients, employees and shareholders.”

The Publicis Omnicom Group is being announced as a merger of equals. Publicis Groupe and Omnicom’s CEOs will lead the company as co-CEOs through an initial integration and development period of 30 months, following which Mr. Lévy will become non-executive Chairman and Mr. Wren will continue as CEO. The company will have a single-tier board with 16 members, consisting of the two co-CEOs and seven non-executive directors from each company.

For the first year following the closing of the transaction, Bruce Crawford, currently Omnicom Chairman, will be the non-executive Chairman of Publicis Omnicom Group. He will be succeeded by the current Publicis Groupe Chairperson, Elisabeth Badinter, as non-executive Chairperson for the second year following the closing of the transaction.

The transaction is a cross-border merger of equals under a holding company, Publicis Omnicom Group, in The Netherlands. The Group’s operational head offices will continue to be based in Paris and New York. The merger is expected to be tax-free to the shareholders of both companies. The transaction has been structured so that the shareholders of Publicis Groupe and Omnicom, after special dividends, will each hold approximately 50% of the equity of Publicis Omnicom Group. Publicis Groupe shareholders will receive one newly issued ordinary share of Publicis Omnicom Group for each Publicis Groupe share they own, together with a special dividend of €1.00 per share. Omnicom shareholders will receive 0.813 newly issued ordinary shares of Publicis Omnicom Group for each Omnicom share they own, together with a special dividend of $2.00 per share. In addition, Omnicom shareholders will receive up to two regular quarterly dividends of $0.40 per share if declared and the record date occurs prior to closing.

Publicis Omnicom Group is expected to be listed on the NYSE and Euronext Paris, traded under the symbol OMC, and to be included in the S&P 500 and CAC 40. The transaction is subject to approval by the shareholders of both companies as well as numerous regulatory approvals. It is expected to close in the fourth quarter of 2013 or the first quarter of 2014. Publicis Groupe and Omnicom have expressed the desire to have their shares start trading simultaneously on the day of announcement. As a consequence and because of the time difference, Publicis Groupe has asked Euronext Paris to postpone the trading of its shares to 9.30am New York time / 3.30pm Paris time.

Moelis & Company is financial advisor to Omnicom on the transaction. Rothschild is acting as financial advisor to Publicis Groupe. Legal advisors to Omnicom are Latham & Watkins LLP and De Brauw Blackstone Westbroek N.V. Legal advisors to Publicis Groupe are Wachtell, Lipton, Rosen & Katz; Darrois Villey Maillot Brochier; and NautaDulith N.V. Jones Day provided counsel to Moelis & Company.

USA, New York, NY and France, Paris

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Matomy Media Group acquires mobile affiliate network MobAff

matomy1Global performance marketing company Matomy Media Group has acquired Florida based mobile affiliate network MobAff. Founded in 2011, MobAff works with advertisers and affiliate networks to help them generate and deliver leads and acquire customers. Terms of the deal were not disclosed.

MobAff will be integrated within MediaWhiz, a North American performance marketing agency acquired bymobaf MATOMY earlier this year. MobAff founder Alexander Tsatkin, along with other members of the company, will relocate to MediaWhiz’s New York City headquarters. MobAff’s proprietary mobile marketing technology will be integrated into MediaWhiz’s affiliate network.

“MobAff’s mobile optimization technology and strong expertise in mobile affiliate marketing will be a huge asset to MediaWhiz’s growing mobile performance marketing practice,” said Ofer Druker, CEO of Matomy Media Group. “We are impressed by MobAff’s strong presence with advertisers and affiliates, as well as the technological solutions it has developed. I am confident that this acquisition will benefit the MATOMY and MediaWhiz customer bases, offering our advertisers and affiliates cutting-edge technologies – alongside other performance marketing products we have developed – as well as greater audience reach and effective results in their mobile advertising campaigns.”

USA, New York, NY & Fort Myers, FL & Israel, Tel Aviv

 

Accenture Completes Acquisition of Acquity Group

accenture1Accenture has completed its acquisition of Acquity Group Ltd., the second-largest independent digital marketing company in the United States, which provides strategy, digital marketing and technical services to help companies enhance their brand experiences and eCommerce performance.

The acquisition strengthens and expands the broad range of digital marketing services that Accenture provides clients through acquityAccenture Interactive. Accenture paid $13.00 per outstanding American Depositary Share, each of which represents two ordinary shares, or a total of approximately $316 million in cash for Acquity Group.

“Acquity Group’s skills and capabilities in eCommerce and leading digital platforms such as Adobe and hybris will complement Accenture’s strengths in strategy, analytics, technology enablement and marketing operations,” said Brian Whipple, global managing director of Accenture Interactive. “Together, we are better positioned to blend the creative process with technology at scale and deliver transformational solutions that provide innovative and engaging customer experiences across channels.”

USA, New York, NY & Chicago, IL