Taptica Acquires Majority Holding in Adinnovation

Taptica, a global end-to-end mobile advertising platform for advertising agencies and brands, has acquired a majority shareholding in Adinnovation Inc., a Japanese mobile advertising agency, for up to $5.7 million.

Taptica is paying up to $5.7m for 57% of the issued share capital of ADI with approximately three-quarters payable immediately on closing and the remainder after 12 months based on ADI meeting certain targets. In addition, the Company has a call option to purchase the remaining 43% of the issued share capital of ADI for a price of 8x net profit and for a period of six months commencing three years after closing. Thereafter, ADI has a put option for a period of three months to sell at a price of 7x net profit.

Hagai Tal, Chief Executive Officer of Taptica, said: “We are delighted to welcome Adinnovation into the Taptica family. The two companies have been working closely together over the past year, generating revenues and profits together. The acquisition is expected to be accretive and earnings enhancing from day one and we also expect to benefit from a number of strategic synergies and mitigate the costs and risks we would have incurred to penetrate a market such as Japan organically. As a result, the Directors believe this transaction will be a key milestone in the continued international expansion of Taptica.”

Israel, Tel Aviv & USA, San Francisco, CA & Japan, Tokyo

Centaur Media Plc sells Home Interest Business for £32 million and acquires MarketMakers for an initial consideration of £13.4 million

Centaur Media Plc is to sell its business-to-consumer division, Home Interest for £32 million to Future plc and at the same time, acquire MarketMakers Incorporated Limited, an integrated marketing services businesses, for an initial consideration of £13.4 million with a deferred earnout amount based on EBITDA performance.

The proceeds from the sale of Home Interest will be used to pay for the acquisition of MarketMakers. Therefore completion of the acquisition is conditional on completion of the sale.

MarketMakers had revenues of £11.4 million and adjusted EBITDA of £1.7 million for year ended 31 December 2016. It is ranked as the No.1 telemarketing agency in the UK by B2B Marketing and has achieved growth in revenues of 27% over the last three years.

Centaur’s Home Interest division includes Homebuilding & Renovating, Period Living and Real Homes.

The transactions help Centaur focus on becoming a B2B digital, business intelligence and events company and to reduce its reliance on print and advertising .

Andria Vidler, Chief Executive, commented: “These transactions are a major step forward in the continuing transformation of Centaur into a B2B focussed business, providing our increasingly professional customer base with a range of higher value-added products and services.

“The process of taking Centaur up the B2B value chain continues, and these transactions are a very significant step forward in our ambitions.”

UK, London

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Pearson to sell a 22% stake in Penguin Random House to JV partner Bertelsmann for $1 billion.

Pearson PLC is to sell a 22% stake in the Penguin Random House (PRH) to joint venture partner Bertelsmann for approximately $1 billion to bolster its balance sheet and return around £300 million to shareholders.

This sale values the PRH at an enterprise value of $3.55 billion. The transaction is expected to close in September 2017. Pearson’s ownership of PRH will fall to 25%.

John Fallon, Pearson’s chief executive, said: “Combining Penguin with Random House has proved to be a great publishing success, as well as enabling some big cost savings. This has benefited readers, authors, and shareholders. Today’s deal enables Pearson to realise a significant amount of the value we’ve helped to create whilst continuing to be part of the world’s biggest and best trade publisher. We will use the proceeds to maintain our strong balance sheet, invest in our business and return £300m to shareholders.”

The Penguin Random House Board comprises:

Phil Hoffman – Chairman, Penguin Random House
Markus Dohle – Chief Executive Officer, Penguin Random House
Milena Alberti – Chief Financial Officer, Penguin Random House
John Fallon – Chief Executive Officer, Pearson
Coram Williams – Chief Financial Officer, Pearson
Thomas Rabe – Chairman and Chief Executive Officer, Bertelsmann
Thomas Goetz – General Counsel and Head of Legal Department, Bertelsmann
Bernd Hirsch – Chief Financial Officer, Bertelsmann
Gail Rebuck – Member of the Bertelsmann Group Management Committee
Emmanuel Roman – Chief Executive Officer, PIMCO
Lauren Zalaznick – Media Executive

UK, London & USA, New York, NY & Germany, Gütersloh

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Huntsworth acquires The Creative Engagement Group

Huntsworth plc, a healthcare communications and public relations group, has acquired The Creative Engagement Group (TCEG) from funds managed by LDC (Managers) Limited and certain members of TCEG’s management for £24.7 million.

TCEG is a collection of three creative agencies – WRG, The Moment and Just Communicate – that provide experiential marketing primarily through events and digital marketing, including virtual and augmented reality, predominantly to healthcare clients. TCEG is based in the UK but services clients across the world, with approximately one third of revenue generated in the US.

The TCEG management team is led by CEO Russ Lidstone and COO David Sharrock, and both will remain with the business.

TCEG generated revenues of c. £26 million and EBITDA of c. £3.8 million in the year to 31 October 2016. TCEG’s gross assets were £26.6m as at 31 October 2016.

Commenting on the acquisition, Paul Taaffe, Group CEO, said:

“TCEG is a great company with a wealth of talent and blue chip clients which will benefit from Huntsworth’s reach and connections especially in healthcare. With more and more clients seeking to engage both employees and customers with powerful experiences, TCEG is well positioned for future growth.”

UK, London

BC Partners sells minority stake in Mergermarket Group to GIC

 

Private equity firm BC Partners has sold a 30% stake in the Mergermarket Group to GIC, the Singapore headquartered investment firm.

Founded in London in 2000, Mergermarket is a global financial intelligence company, providing corporate financial news and analysis through a wide variety of different products. It offers proprietary, forward-looking and actionable intelligence that cannot be accessed elsewhere, to a wide range of investor, advisory and corporate subscribers. Today, the company has over 1,200 staff in 65 different locations worldwide.

Mergermarket was acquired by BC Partners via a carve-out from Pearson plc in 2014 for £382 million and since that time has delivered impressive double-digit top-line growth each year, with EBITDA approximately doubling over the period. BC Partners has worked closely with the Mergermarket management team on a number of key initiatives to accelerate this growth, including transforming its IT platform, enhancing the data offering, and supporting seven strategic add-on acquisitions that have expanded the business into new product areas.Following the transaction, BC Partners will continue to hold more than a 60% stake in Mergermarket and will work closely alongside GIC as the company embarks on its next chapter of growth.

Nikos Stathopoulos, Managing Partner at BC Partners, commented: “BC Partners invested in Mergermarket due to its must-have data and information, attractive subscription-based business model, consistent track record of growth and strong management team. The company has gone from strength to strength over the past three years of our ownership and we are delighted to welcome GIC as our new partner in Mergermarket’s next growth phase.”

Choo Yong Cheen, CIO of Private Equity at GIC, commented: “Mergermarket is a clear leader in its sector led by a strong management team. The Company provides subscribers with essential and often proprietary content, driving strong renewal rates and impressive long-term growth. We look forward to working with BC Partners and supporting the business in achieving its ambitions over the coming years.”

Hamilton Matthews, CEO at the Mergermarket Group, commented: “We are delighted to welcome GIC as our new partner alongside BC Partners. Our business has grown tremendously and it is a testament to the hard work of everyone at the group that we are now joined on our ongoing journey by another prestigious investor such as GIC. We look forward to working with both BC Partners and GIC in exploring the exciting opportunities in front of us.”

UK, London and Singapore

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Inspired Energy acquires Horizon Energy Group in Ireland

Inspired Energy is to acquire Horizon Energy Group Limited, an energy procurement consultancy with 34 employees, based in Cork, Ireland with customers including large Corporates, Public Sector bodies and SMEs. The acquisition will be part funded by a £9 million share placing.

Inspired will pay an initial Consideration of €9.0 million to acquire 90% of Horizon. Inspired has the option to acquire the outstanding balance of 10% for a further €1.0 million. Further deferred payments of up to €5.0 million are subject to achievement of financial performance targets for the periods ending 31 December 2017 and 31 December 2018.

Horizon’s management team, including Colin Barry, founder and MD of Horizon, will remain with the Group.

Commenting on the proposed acquisition, Janet Thornton, Chief Executive of Inspired, said: “Inspired continues to look to deliver on its growth strategy and Horizon provides an opportunity to drive growth from Inspired’s platform as it is an established business in a relatively untapped market. It will bring high earnings visibility, supported by a strong procurement corporate order book, and Horizon’s sales team will benefit from the cross-selling opportunities with access to Inspired’s broader capabilities, ultimately benefitting clients.”

“Ireland’s energy procurement sector is relatively underdeveloped compared to the UK, providing a significant opportunity for Inspired to deploy its expertise in increasing its presence in this market, leveraging the Enlarged Group’s experience of growth in the UK market.”

UK, Kirham, Lancashire & Ireland, Cork and Dublin

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XLMedia PLC acquires Securethoughts.com for $2M

XLMdia PLC, a provider of performance marketing, has acquired Securethoughts.com, a US cyber security comparison website, for $2.0 million.

Ory Weihs, Chief Executive Officer of XLMedia, commented: “We are delighted to announce the acquisition of Securethoughts, our first and significant publishing asset in the fast growing cyber security sector. Securethoughts represents another excellent opportunity for XLMedia to increase its North American presence, diversify its revenues and establish a foothold in another vertical. This acquisition is a further step in executing our successful strategy of diversifying our activities and expanding into additional markets and geographies.”

Previous acquisitions:

UK, Jersey, St. Helier