Aegis acquires US digital agency, Roundarch, for initial consideration of $125m

February 22, 2012 — Fusion DigiNet

Media and digital communications group Aegis Group plc is to acquire the holding company of Roundarch Inc., the US digital agency, for an initial consideration of US $125 million.

Roundarch is a leading digital agency which specialises in designing and building enterprise-class digital solutions for clients such as Avis, HBO, Bloomberg Sports, Motorola and the US Air Force. The acquisition of Roundarch is in line with Aegis Group’s strategy to target acquisitions with a specific focus on digital businesses, North America and faster-growing regions.

With offices in Chicago, Denver, Boston and New York Roundarch employs 250 staff and its service offerings include strategy, design, development and outsourcing across all digital channels, including web, mobile and social media.

Following the acquisition, Roundarch will be combined with Isobar, Aegis Media’s existing digital creative network in the US, to form RoundarchIsobar. RoundarchIsobar will be a top tier digital agency with the depth and resources to compete for domestic and global assignments against the leading digital players in the US, consolidating Aegis’s competitive position in this important vertical.

Commenting on the acquisition of Roundarch, Jerry Buhlmann, Chief Executive of Aegis Group plc said, “We are delighted to announce the acquisition of Roundarch which is a highly successful US digital agency with a strong track record of sustained growth and performance. Combining Roundarch with Isobar places Aegis at the forefront of digital communications in the US, the world‘s largest advertising market.  Following its integration, we expect the proportion of Aegis Media’s total global revenues from digital to increase to 40%.

The acquisition of Roundarch is subject to a five-year earn-out structure from 2012 to 2016 with further annual consideration payments being made, subject to the level of future profit growth attained. The total consideration for the acquisition by 2017 is expected to be around US $250 million (£159 million). If Roundarch significantly outperforms existing projections, the total consideration could be higher with a cap on the maximum amount payable of US $360 million (£228 million). All consideration payments will be satisfied in cash.

The audited profit before tax of Roundarch for the year ended 31 December 2010 was US $ 11.5 million and the value of the gross assets at that time was US $14 million.

The vendors are Geoff Cubitt, Jeff Maling and other shareholder employees. Geoff Cubitt and Jeff Maling will co-lead the new US entity of RoundarchIsobar, with Darryl Gehly, President of Isobar North America.

Nigel Morris, CEO of Aegis Media Americas said: “As demonstrated by our recent win of GM’s global media business, Aegis Media has real momentum in the US market and this acquisition is a very significant part of our overall plan and will make us even more of a force for convergence and innovation. A powerful Isobar has been key to that plan and Roundarch is an agency we have admired for a long time, with great people, doing great digital work. Bringing them together with Isobar to create RoundarchIsobar will produce a new powerhouse in the US digital agency sector and add US scale to the global geographic depth of the Isobar network.”

Jeff Maling, President & Chief Experience Officer of Roundarch said, “Combining with Isobar NA will give us a formidable US presence and make us a part of one of the most respected global digital agencies. The deal will also expand our strong design and technology capabilities to include world-class marketing.”

UK, London & USa, Boston, MA

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QuinStreet acquires Ziff Davis Enterprise media assets

February 14, 2012 — Fusion DigiNet

Internet marketing and media company QuinStreet has acquired Ziff Davis Enterprise media assets. The assets acquired include websites eWeek.com, CIOInsight.com, Baseline.com, ChannelInsider.com and WebBuyersGuide.com, among others, and one of the largest email and telephone subscriber databases in the business to business (B2B) technology space. These properties support enterprise IT buyers and decision makers in making purchasing decisions. Also, they provide B2B technology vendors with targeted advertising and opportunities to engage with customer prospects online.

“Ziff Davis Enterprise has a rich history in the B2B technology media and marketing space and is synonymous with quality and client service. This acquisition expands QuinStreet’s ability to service our B2B technology clients at scale, with high-quality, targeted, measurable marketing results,” said Doug Valenti, QuinStreet CEO.

The VAR Guy is reporting that Quinstreet paid $17.5 million for the assets. BtoBonline.com is reporting that QuinStreet is planning to cut about 80% of Ziff Davis Enterprise employees. Steve Weitzner, ZDE database CEO, will be leaving the company.

Foster City, CA & New York, NY

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Thomson Reuters full year and fourth quarter results

February 10, 2012 — Fusion DigiNet

Thomson Reuters has reported results for the full year and fourth quarter ended December 31, 2011. Results include a $50 million charge primarily related to a reorganisation of the former Markets division incurred in the fourth quarter. The company also announced it had taken a $3.0 billion non-cash goodwill impairment charge related to its financial services business. This charge is excluded from adjusted earnings, adjusted EBITDA and underlying operating profit.

The company reported full-year revenues from ongoing businesses of $12.9 billion, an increase of 5% before currency from the prior year. Adjusted EBITDA increased 20% from the prior year with the corresponding margin up 280 basis points to 26.4%. Underlying operating profit increased 9% from the prior year with the corresponding margin up 50 basis points to 20.0%. The reorganisation charge had a 40 basis point negative impact on both the full-year adjusted EBITDA and underlying operating profit margins.

“Our results once again proved the resilience of our business,” said James C. Smith, chief executive officer of Thomson Reuters. “The units in the former Professional division continued to perform well and we made significant strides in kick-starting the growth engine in our former Markets division.”

“We have simplified our organization; we have strengthened our management team; and we are making progress toward improving our execution capability,” Mr. Smith said. “We are focused in 2012 on a series of product launches and service improvements across all our key customer groups.”

 

  • Revenues from ongoing businesses were $12.9 billion, a 5% increase before currency. Strong growth across the Professional division, up 9%, and a 2% increase in Markets division revenues drove the overall increase.
  • Adjusted EBITDA increased 20% and the corresponding margin was 26.4% versus 23.6% in the prior year. Excluding the reorganization charge, adjusted EBITDA increased 21% and the corresponding margin increased 320 basis points to 26.8%.
  • Underlying operating profit increased 9% and the corresponding margin was 20.0% versus 19.5% in 2010. Excluding the reorganization charge, underlying operating profit increased 12% and the corresponding margin increased 90 basis points to 20.4%.
  • Adjusted EBITDA growth and underlying operating profit growth across both divisions was due to flow-through from higher revenues, integration savings and the benefit of currency. Adjusted EBITDA also benefited from lower integration expenses. Excluding currency, adjusted EBITDA increased 17% and underlying operating profit increased 7%.
  • Adjusted EPS was $1.98 compared to $1.56 in the prior year. The increase was largely attributable to higher underlying operating profit and lower integration expenses. Adjusted EPS excluding the reorganization charge was $2.03. Currency had a $0.06 favorable impact on adjusted EPS.
  • Free cash flow was $1.6 billion, up 2%. Corporate expenses were $273 million versus $249 million in the prior year.
  • The company incurred a $3.0 billion goodwill impairment charge in the fourth quarter. This non-cash charge was the result of the company’s annual goodwill impairment testing required under IFRS and related to the company’s financial services business. On an IFRS basis, EPS including the goodwill impairment charge was a diluted loss per share of $1.67 for the full year. This non-cash charge will not impact the company’s normal business operations, nor will it affect liquidity, cash flow from operations or financial covenants under the company’s outstanding public debt securities or syndicated credit facility.

Click here for the fourth quarter results and full announcement

USA, New York

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Guardian News & Media sell paidContent to GigaOM

February 8, 2012 — Fusion DigiNet

Guardian News & Media has sold the assets of ContentNext Media, to business and technology media company GigaOM. The deal includes all the properties of ContentNext Media including paidContent.org, mocoNews, contentSutra and paidContent:UK. The terms of the deal have not been disclosed.

Under the terms of the acquisition, GNM will take a minority shareholding in GigaOM. GigaOM has an online audience of more than 4.5 million monthly unique visitors. It also runs events and a market research service and digital community providing expert analysis and research on emerging technology markets. GNM is joining existing investors such as Reed Elsevier Ventures, Alloy Ventures and True Ventures.

Andrew Miller, Chief Executive Officer of Guardian Media Group (parent company of Guardian News & Media), said: “paidContent has a fantastic presence in the tech/media space and the match with GigaOM, itself a really smart and pioneering company, is a good one. We are delighted to become shareholders in GigaOM as part of the deal.

“The Guardian’s focus in the US is on building guardiannews.com, but we look forward to seeing paidContent thrive and grow in its new home and wish its staff all the very best for the future.”

Staci Kramer will remain the editor of paidContent.

USA, New York, NY & UK, London

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Smart Business Network acquires OnMark Solutions

February 7, 2012 — Fusion DigiNet

Smart Business Network has acquired OnMark Solutions, a full-service e-marketing services company in Cleveland.

“We’re excited to add OnMark Solutions’ extensive e-marketing knowledge to our team,” said Fred Koury, President and CEO of Smart Business Network. “Their proven track record for producing creative and effective e-messaging strategies and programs for B2B and B2C clients will be a great complement to our talent base.”

OnMark Solutions’ client list includes a broad range of organisations, including Peeps Candy Co., American Red Cross, Achievement Centers for Children, BioPlastics and The Smithers Group. As part of the acquisition, OnMark Solutions founder Kristy Amy will join Smart Business Network as vice president of business development.

The OnMark Solutions acquisition was the third in the past year for Smart Business Network, which previously acquired the custom content firm Wise Group in January 2011 and digital design firm Flique Creative in August 2011.

USA, Cleveland, OH

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UBM plc acquires 4G World exhibition and conference

February 7, 2012 — Fusion DigiNet

UBM has acquired the annual 4G World telecoms and wireless trade show from Yankee Group Research on behalf of UBM TechWeb.

4G World is the largest independent telecoms and wireless event serving the US market.  It is held annually in the autumn, with last year’s show attracting 8,500 registered attendees and 250 sponsors. The comprehensive conference program delivers updates on the latest innovations in wireless business and technology, featuring 200 leading industry speakers.

4G World serves the fast growing mobile broadband market, which is expected to serve 2.5 billion 4G subscribers by 2016 (source: Pyramid Research).  UBM TechWeb will leverage its Light Reading and InformationWeek communities – which include key service provider and enterprise technology decision-makers – to further develop 4G World as an integrated event platform for 4G marketers around the globe.

Last year’s event ran 24-27 October 2011 and generated revenues of approximately $3.2 million. Gross assets as at 31 October 2011 were $0.2 million. The acquisition is expected to exceed UBM’s cost of capital criterion in its first full year of ownership.

The 4G World operational team, led by John Sellazzo, are based in Massachusetts. Eight employees are transferring with the business.

Tony Uphoff, CEO of UBM TechWeb said:

“This acquisition expands our offering in the rapidly-accelerating mobile broadband market.  4G World brings a valuable brand to our portfolio, and will immediately be able to tap into our thriving Light Reading and InformationWeek online communities serving global communications providers, enterprise technology executives, developers and the 4G marketers tasked with reaching them.  I would like to welcome John Sellazzo and his team into UBM TechWeb and I look forward to working with them to drive the business forward in close co-operation with Joseph Braue, Group Director of UBM Techweb’s Light Reading Communications Network.”

USA, Massachusetts

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Parsons acquires environmental consultancy firm O’Connor Associates

February 3, 2012 — Fusion DigiNet

Parsons, an engineering, construction, technical, and management services firm has acquired O’Connor Associates, a environmental consultancy firm in Canada. O’Connor Associates will be integrated into Parsons Environment & Infrastructure. O’Connor Associates was founded in 1979 and reported revenues of CAN$34.9 million in 2010. It around 200 employees and maintains six offices across Canada with its headquarters in Calgary, Alberta. O’Connor Associates customers include Imperial Oil, Suncor Energy Products, 7-Eleven, and Hydro One.

“O’Connor Associates will accelerate our growth strategy and expand our environmental service offerings. We look forward to joining forces with O’Connor Associates’ exceptional employees, and we welcome them to our team,” said Chuck Harrington, Parsons’ Chairman and CEO. “Because there is little overlap in our customer bases, this acquisition provides a framework to leverage both Parsons’ and O’Connor Associates’ talent and customer relationships into untapped geographies and/or service offerings.”

USA, Pasadena, CA & Canada, Calgary, Alberta

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The Jim Pattison Group acquires magazine distributor Comag Marketing Group

February 3, 2012 — Fusion DigiNet

 The Jim Pattison Group, a privately owned, Vancouver, BC-based conglomerate which owns The News Group, has acquired the national magazine distributor Comag Marketing Group, LLC (CMG) from Hearst Magazines and Condé Nast. Terms were not disclosed. Jay Felts will continue as president of CMG and the firm’s headquarters will remain in Princeton, New Jersey.

CMG U.K. is not part of the transaction and will continue to be owned by National Magazine Company Ltd. and Condé Nast U.K.

Michael Korenberg, deputy chairman of The Jim Pattison Group and a member of its Board of Directors, said, “This transaction will strengthen the newsstand channel and, at the same time, enable Hearst and Condé Nast, as publishers, to focus on their core competencies — editorial development, retail marketing and consumer promotion. We believe that with the strength of its management team and systems, CMG can consolidate and improve publisher services as well as add stability for all stakeholders in the single-copy marketplace.”

Canada, Vancouver, British Columbia & USA, Princeton, New Jersey

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Meredith to acquire Allrecipes.com

February 3, 2012 — Fusion DigiNet

Meredith Corporation is to acquire digital food site Allrecipes.com.

The transaction is valued at $175 million and is expected to close later this quarter.  Meredith plans to invest in Allrecipes.com to optimise the site for today’s growing online and mobile audiences. This investment spending, along with normal business seasonality, is expected to make the acquisition slightly dilutive – approximately $0.10 per share, or less than 4 percent – to Meredith’s fiscal 2012 full year financial performance.  Meredith expects the acquisition will be modestly accretive to earnings per share and free cash flow in fiscal 2013.

The addition of Allrecipes.com fits with Meredith’s previously stated strategic acquisition criteria: (1) National media brands that provide access to new audiences and advertising categories; and (2) Digital platforms that significantly increase scale.

“The acquisition of Allrecipes.com significantly enhances our digital platform and reinforces our leadership position in the food category,” said Meredith National Media Group President Tom Harty. “It increases our relevance with new, younger audiences, and offers advertisers an unmatched ability to now connect with an audience of more than 100 million consumers.  We are excited to add Allrecipes.com, the world’s No. 1 food website, to our strong portfolio of digital media brands.”

Allrecipes.com currently has a database of over 500,000 recipes.  Its U.S. audience is 70 percent female with a mean household income of $73,000, and it reaches nine out of 10 primary grocery decision makers. Allrecipes.com mobile apps have been downloaded by over 11 million consumers, and they are the No. 1 download on Android, iPhone, and iPad recipe applications.  It is also the top food recipe channel on YouTube.

BDT & Company served as financial advisor to Meredith, and McDermott, Will & Emery served as its legal advisor.  Morgan Stanley and Evercore Partners acted as financial advisors to Reader’s Digest, and Weil, Gotshal and Manges acted as its legal advisor.

USA, Des Moines, IA

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Internet Brands acquires The Frugal Travel Guy

February 3, 2012 — Fusion DigiNet

Internet Brands has acquired The Frugal Travel Guy, a travel blog focused on helping consumers save money on travel around the world.

The Frugal Travel Guy was founded in 2007 by Rick Ingersoll, a retired mortgage banker and avid world traveler. Ingersoll is a noted expert in frequent flyer mile programs, customer service requests, and using good credit ratings to take advantage of bank promotions.

“Rick’s passion for travelling frugally is contagious. You can feel his energy and enthusiasm in The Frugal Travel Guy blog, which is constantly updated with new travel tips and informative personal anecdotes about saving money on travel,” said Brent Conver, General Manager, Travel and Leisure at Internet Brands. “The expertise Rick and the entire Frugal Travel Guy team offer make The Frugal Travel Guy a valuable asset to our growing portfolio of travel sites designed to make travel easier, cheaper and more efficient for consumers.”

The Frugal Travel Guy will join Internet Brands travel sites FlyerTalk, Wikitravel and CruiseMates. Ingersoll and his team of writers will continue producing the Frugal Travel Guy blog after the acquisition.

USA, Los Angeles, CA

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