2012 mergers and acquisitions trend report for the Online and Mobile Industry

BerkerynoyesBerkery Noyes, an independent mid-market investment bank, has released its full year 2012 mergers and acquisitions trend report for the Online and Mobile Industry. The report analyses M&A activity in the Online and Mobile Industry during 2012 and compares it with data covering 2010 and 2011.

According to Berkery Noyes’ research, transaction volume increased four percent on a year-to-year basis and 37 percent relative to 2010. Total transaction value decreased 16 percent, from $76.73 billion in 2011 to $64.39 billion in 2012. However, this remained 49 percent above the industry’s aggregate deal value compared to 2010. The median revenue multiple improved slightly from 2.1x in 2011 to 2.3x in 2012, while the median EBITDA multiple declined from 11.9x to 10.8x. Oracle was responsible for two of the report’s top ten highest value deals in 2012. This included the acquisition of Taleo, a cloud based talent management provider, for $1.80 billion and the acquisition of Eloqua, a creator of marketing automation software, for $871 million.

In the mobile application subsector, the number of transactions increased 18 percent over the past year. Transactions involving mobile consumer applications increased 34 percent, from 121 to 162, whereas those pertaining to mobile business applications rose seven percent, from 158 to 169.

Meanwhile, volume in the E-Marketing & Search segment increased 44 percent from 2010 to 2011 and eight percent between 2011 and 2012. Much of this activity over the past two years highlights an interest in analytics and interactive marketing, as advertisers and others seek measurable results within targeted demographics. Accordingly, deal flow in the social media marketing subsector more than doubledsince 2011.

In addition, M&A in the Online and Mobile Industry was positively impacted by acquirer interest in enterprise collaboration. Such solutions include file sharing and email application tools, many of which contain a social component. Along these lines, Microsoft acquired Yammer for $1.20 billion, LinkedIn acquired SlideShare for $72 million, and Salesforce.com acquired GoInstant for $70 million.

M&A in the Communications segment, after rising 15 percent from 2010 to 2011, declined nine percent in 2012. The segment nonetheless saw strength in the mobile device management (MDM) subsector. MDM transactions nearly doubled over the past year, as a greater number of organizations begin to support personal devices in the workplace. “Given an increasingly mobile workforce, employees are clamoring for technology that will allow them to complete their jobs from any location while remaining connected with their colleagues,” added Mary Jo Zandy , Managing Director at Berkery Noyes. Mobile security also remains a concern when discussing bring your own device (BYOD) policies, which was highlighted by Citrix’s acquisition of Zenprise.

A copy of the ONLINE AND MOBILE INDUSTRY M&A REPORT FOR FULL YEAR 2012 is available at the Berkery Noyes website.

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Consortium interested in taking a majority stake in The Sunday People

Sunday+PeopleTrinity Mirror has announced that “it has been approached by a group of investors who have expressed an interest in working with the Group to invest in and develop the Sunday People. ”

The Financial Times reported earlier today that a consortium, headed by former editor of the Sunday Express Sue Douglas and backed by Phoenix Ventures, has proposed taking a majority stake in the Sunday People for £10 million.

The FT say that the consortium want to rename the newspaper “The News of the People” using a masthead similar to the one that was used by “The News of the World”.

UK, London

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WPP acquires remaining shares of three Colombian agencies

wppWPP‘s wholly owned companies Grey, G2 Worldwide and MediaCom have acquired the outstanding shares in three leading agencies in Bogota, Colombia.

Grey, the global advertising agency network, has acquired the remaining shares in REP/Grey, one of Colombia’s best-regarded advertising agencies. G2 Worldwide, the digital and relationship marketing company, has acquired the remaining shares in REP/G2. MediaCom, the media investment management company that is part of GroupM, has acquired the remaining shares in Massive, a media agency in Colombia.

Other WPP companies active in Colombia (including affiliates) are JWT, Ogilvy, Young & Rubicam, Wunderman, OgilvyOne, Burson-Marsteller, Live, Energy, TNS, Kantar Worldpanel, Millward Brown and IBOPE. Collectively (including associates), the Group will have revenues of approximately US $110 million and will employ nearly 1,700 people in Colombia.

UK, London & Colombia, Bogota

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Management buyout of Adria Media Slovenia

adria media ljubljanaAdria Media Holding GmbH, an Austrian publishing company and 50:50 joint venture between Sanoma Magazines International and Gruner+Jahr,  has sold its entire 75% stake in Adria Media Ljubljana d.o.o. to the management of the company.

After this transaction, Adria Media Holding GmbH still holds controlling stakes in Adria Media Zagreb d.o.o. and Adria Media Serbia d.o.o.

Slovenia, Ljubljana

 

Centaur Media PLC – half year trading update

Centaur Media plccentaur, the business information, events and marketing services group, has issued a trading update for the six months to 31 December 2012.

The Group expects to report results in line with the Board’s expectations, with reported revenues 14% ahead of the same period last year and EBITDA margins increased to 10% from 6%. Underlying revenues across the Group as a whole declined by 3%.

The Group has continued to maintain good momentum in improving its revenue mix. Digital and events revenues now account for 39% and 28% respectively of total Group revenues, up from 32% and 22% in the same period last year. Over the same period, the share of total Group revenues generated in print format has reduced, as expected, to 31% from 45%.

The improving mix of revenues in favour of events and paid-for content has also increased levels of visibility into the second half of the financial year.  Deferred revenues at 31 December 2012 were approximately £15m, 30% ahead of the same period last year.

Growth in underlying revenues across the Business Information and Exhibitions divisions has been offset by weaker revenues across the Business Publishing financial and marketing communities. Reported revenues across the Business Information division are substantially up, reflecting the impact of recent acquisitions, despite the deferral of some corporate training engagements into H2.

Net debt at 31 December 2012 was £24.5m, representing leverage of approximately two times. The Group’s earnings and cash flows continue to be weighted towards the second half of the financial year and leverage is expected to fall rapidly in the next six months.

As anticipated, the Group will report exceptional costs for the first six months of the year related to reorganisation costs, IFRS3 earn-out charges and acquisitions.

Geoff Wilmot, Chief Executive, said:

“We have maintained momentum in improving the quality of our portfolio of activities as we continue to grow revenues from digital and events. We continue to focus on increasing margins and we have a strong pipeline of new product development initiatives which positions us well to deliver further growth in the medium term.

“We anticipate trading to be in line with our expectations for the current financial year, although the second half of our financial year continues to account for the large majority of our earnings.”

The Group expects to release its half yearly earnings report on 20 February 2013.

UK, London

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Mecom Group issues a pre-close trading update

mecomMecom Group plc has issued a trading update for the year ended 31st December 2012, in advance of its final results which are scheduled to be announced on 21st March 2013.  

Trading highlights

Full-year results for the Group are expected to be in line with the guidance given in the Trading Statement made on the 6th June 2012, and confirmed in an Interim Management Statement on 18th October 2012 (the “October IMS”), with a preliminary estimate of on-going 2012 EBITDA of approximately €89 million. Taking into account the EBITDA of Edda Media for the period until its disposal in June 2012, total Group EBITDA is estimated to be €105 million. Year-end net debt was approximately €130 million (representing c.1.5 times on-going EBITDA). The Group expects adjusted earnings per share from on-going operations to be approximately 24 euro cents, and expects to propose a final dividend in line with its stated dividend policy of dividends being approximately three times covered by net adjusted earnings.

Key trading highlights of the year were as follows:

  • total revenue in 2012 was approximately 9 per cent lower than in 2011;
  • during the final quarter of the year, the Group continued to experience advertising revenue declines in all territories. Total advertising revenue fell by 17 per cent in the three months to 31st December 2012 (compared to a 20 per cent decline in the third quarter), resulting in a 17 per cent decline for the full year;
  • other revenues (including circulation revenue) for the full year 2012 displayed trends broadly consistent with those announced in the October IMS; and
  • total operating costs were approximately €70 million (7 per cent) lower in 2012 than in 2011, with the on-going restructuring programme contributing significantly to this reduction.

All trading performance figures and comparisons quoted in this statement are based on the Group’s on-going operations (i.e. excluding the Edda Media and Presspublica operations, which were sold in 2012 and 2011 respectively), except where stated otherwise.

Strategic Review

Following the Group’s announcement on 19th July 2012 that it would conduct a Strategic Review to examine potential options for maximising shareholder value, processes have been initiated in all of the Group’s territories to solicit expressions of interest and, in some cases, offers from potential buyers for certain of the Group’s assets.

The current status of these processes in respect of each of the Group’s operations is as follows:

·     As yet, no acceptable offers have been received for the whole of the Group’s operations in the Netherlands. The Group is exploring a number of indicative offers from parties interested in acquiring specific parts of the Dutch business, including some of its standalone digital operations.

·     In Denmark, expressions of interest have been received for the entire Danish operations, and the Group will invite a small number of potential buyers to conduct due diligence shortly.

·     In Poland, the Group has received a number of offers for the Group’s operations and is now in exclusive discussions with one party.

A further update on the Strategic Review will be provided at the time of the Group’s annual results announcement on 21st March 2013.

Refinancing

The Group is in discussions with its lenders to extend the term of the current bank facilities by one year, to 31st October 2014, and anticipates agreeing terms for this extension in the near future.

Dutch Competition Authority

On the 27th September 2012, the Group announced that the District Court of Rotterdam had determined that amounts payable by the Group’s Dutch subsidiary, Koninklijke Wegener N.V. (“Wegener”) to the Dutch Competition Authority (the NMa), in respect of alleged breaches of undertakings given by Wegener at the time of its acquisition of VNU Dagbladen in March 2000, should be reduced from the originally assessed amount of €20.6 million to a total of €2.2 million. Following further discussions between Wegener and the NMa, agreement was reached in December 2012 that the reduced fine would be paid in full and final settlement of the matter, and this was done prior to the year-end.

Dutch Management Change

As announced by the Supervisory Board of Koninklijke Wegener N.V. (the “Supervisory Board”) this morning, Truls Velgaard will step down from his position as Chairman of the Management Board of Wegener in mid-2013, consistent with Wegener’s understanding with him when he was appointed in 2010. A search process for his successor is underway and Truls will participate fully in an orderly transition.

Outlook

The Group expects earnings in 2013, on an on-going basis, to be influenced by continuing pressure in the Group’s advertising markets and continuing declines in single copy circulation sales in Denmark and Poland. These factors will be substantially offset by further benefits from the Group’s restructuring programme, which remains on track to deliver additional cost savings in 2013 as previously announced, and lower interest costs following significant debt reduction during 2012.

Commenting, Stephen Davidson, Executive Chairman, said:

“I am pleased that we expect to deliver 2012 results in line with the trading statement we made on 6th June 2012. During a period of sustained economic pressure and notwithstanding the additional demands of the Strategic Review processes, our people remain committed to the improvement and modernisation of our products and businesses. In 2013 we expect further benefits to come from restructuring initiatives and the launch of new subscription packages that provide our readers different and innovative ways to access our content.”

Norway, Oslo & UK, London

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DMGT annual report and M&A update

DMGTDMGT has published its 2012 Annual Report and Accounts for the year ending 30th September 2012.

Scroll down the page for the DMGT M&A report

Financial Highlights

  • Revenue 2012 – £1,960 million
  • Revenue 2011 – £1,985 million
  • Adjusted operating profit 2012 – £300 million
  • Adjusted operating profit 2011 – £281 million
  • Adjusted profit before tax 2012 – £255 million
  • Adjusted profit before tax 2011 – £232 million
  • Statutory profit before tax 2012 – £206 million
  • Statutory profit before tax 2011 – £126 million
  • Adjusted earnings per share 2012 – 49.4p
  • Adjusted earnings per share 2011 – 46.1p
  • Dividend per share 2012 – 18p
  • Dividend per share 2011 – 17p

Business Highlights

  • Percentage of digital revenue 2012 – 35%
  • Percentage of digital revenue 2011 – 32%
  • Total number of employees 2012 – 11,600
  • Total number of employees 2011 – 12,000
  • Profit split by B2B and B2C 2012
    • B2B 73%
    • B2C 27%
  • Profit split by B2B and B2C 2011
    • B2B 734%
    • B2C 26%

You can see the full interactive annual report here

M&A Report

For the fourth consecutive year disposal proceeds at DMGT have exceeded acquisition costs.

DMGT made a range of disposals, acquisitions and selective investments throughout the year. They announced a series of bolt-on acquisitions at dmg::information including Intelliworks,PrepMe and SpringRock. Euromoney acquired Global Grain Geneva and Global Grain Asia (a Fusion deal) and A&N Media acquired Jobrapido.

DMGT also announced the merger of online property portal, The Digital Property Group, with Zoopla.

dmg::information also made a series of investments in the US property market through Xceligent, Real Capital Analytics and BuildFax. In total, acquisitions, including a slight increase in their shareholding in Euromoney to offset dilution from incentive plans, utilised £75 million of cash.

Following the year-end DMGT made a further bolt-on investment at Hobsons with their acquisition of the US website Beat the GMAT.

DMGT also made a number of disposals.. Disposals in the early part of the year were primarily focused in Associated (Top Consultant, motors.co.uk and Teletext) whilst in the second half of the year they announced the disposal of the remaining stake in DMG Radio Australia and the sale of dmg::event’s Evanta leadership and conference business. Total disposal proceeds amounted to £125 million.

Post year-end on 21st November, 2012 DMGT announced they had reached agreement to sell Northcliffe Media, to Local World, a newly formed media group. DMGT will receive consideration of £52.5 million in cash and a 38.7% shareholding in Local World, which will allow DMGT to benefit from the potential upside from the evolution of the regional newspaper industry.

UK, London

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Radio One Inc. Increases Stake in Reach Media

Radio_one_logoRadio One Inc. though its wholly owned subsidiary Radio One Media Holdings has completed the purchase of shares of broadcaster Reach Media Inc. from minority shareholders worth $2 million. This transaction has increased its stake in Reach Media to approximately 80% from 53%, giving the firm an implied valuation of around $7.4 million.

Reach Media Inc., founded in 2003 by Tom Joyner and David Kantor is a cross platform media company which produces radio programmes, websites, events and initiatives targeted towards African-Americans. Its most popular show “The Tom Joyner Show” is aired in over 100 markets and reaches an audience of over eight million listeners.

Radio One CEO and President Alfred Liggins has commented on the transaction, stating ““Radio One has a commitment to be the leader in radio and online programming with compelling entertainment and information for the African-American audience,” and that by “combining our assets under Reach Media offers a […] broad platform for affiliate stations and advertisers to connect with our […] audience.”

Following the transaction, Radio One is to consolidate its Syndication One Urban programming line up with those offered by Reach Media to make Reach the largest radio network in the US catering specifically to an African-American audience.

US, Silver Lake, MD & US, Dallas, TX

Al Jazeera Acquires Current TV

al-Jazeera-0021Qatar based Al Jazeera has acquired US cable network Current TV. The terms of the deal were not disclosed, however, analysts have estimated the deal could have been worth up to $500 million (Source).

Current TV was launched in 2005 by former US Vice President Al Gore and fellow Democrat Joel Hyatt centred on featuring a mixture of user generated content and original programming. With this approach the network achieved only disappointing ratings, prompting a shift towards traditional programming in 2009. Later movements towards becoming a more progressive news channel have brought typical viewer figures of around 42,000.

Ahmed bin Jassim Al Thani, director general of Al Jazeera, said in a statement “by acquiring Current TV, Al Jazeera will significantly expand our existing distribution footprint in the US, as well as increase our newsgathering and reporting efforts in America.”

Al Jazeera has continued that it will eventually replace Current TV’s programming and plans to use the acquisition to create Al Jazeera America (separate from Al Jazeera English), enabling it to allow its programming to reach more than 40 million US households, compared to the 4.7 million today. Furthermore, Al Jazeera will open bureaus in the US in addition to those already existing in New York, Washington, DC, Los Angeles, Miami and Chicago, doubling its US based staff.

Qatar, Doha & US, San Francisco, CA

Demand Media Acquires Name.com

DemandMediaDemand Media, a digital media company, has acquired Denver-based Name.com, a domain name registrar. Terms of the deal were not disclosed.

Founded in 2003, Name.com customers have registered nearly 1.5 million domains, and use the company’s tools and services to grow nametheir online presence. As the second largest registrar in the World, Demand Media’s eNom subsidiary has over 13.5 million domain names on its platform registered by over 8,800 resellers and partners.

“Name.com will provide a direct channel for us to reach consumers and small businesses as they develop and manage their online identities,” said Richard Rosenblatt, chairman and CEO, Demand Media. “This becomes even more valuable as over one thousand new domain extensions are expected to become available for registration in the years ahead.”

Demand Media will retain the Denver-based team and the business will report to Taryn Naidu, executive vice president, Registrar Services. “Our strategy is to provide an end-to-end solution for all things domains — whether you are looking to consume or distribute names and services,” said Naidu. “Name.com brings innovation, creativity and a deep commitment to their customers – factors which we believe are essential in the environment of new gTLDs.”

USA, Santa Monica, USA

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