A Fusion Deal: Incisive Media’s Legal Week sold to ALM

ALM-Publications

ALM publications

Incisive Media‘s Legal Week, a U.K.-based business-to-business publisher, has been sold to ALM. Fusion Corporate Partners acted as corporate advisor for Incisive Media. The Fusion team was led by Paul Slight, Director at Fusion. The terms of the deals were not disclosed.

ALM, which publishes The American Lawyer, Corporate Counsel, The National Law Journal, The New York Law Journal and other legal and business publications including Law.com and The Am Law Daily, said that the deal is its fourth acquisition since the company was purchased by the private equity firm Wasserstein & Co. in July 2014.

“This acquisition is an important next step as we expand our offerings into key international markets,” said Bill Carter, CEO of ALM. “Legal Week has a strong audience base in Europe and Asia, and an impressive collection of industry events.”

Legal Week has shared the same corporate umbrella as ALM before. In 2007, Incisive bought ALM from Wasserstein & Co. for $630 million.

Two years later, Incisive defaulted on its debt amid the global financial crisis, prompting the company’s lenders, private equity firm Apax Partners and The Royal Bank of Scotland, to take control of ALM. At the time, Legal Week remained part of Incisive, and the London-based company has been in ongoing talks with RBS and other lenders about reorganizing its debt. (Legal Week reported last year that Magic Circle firm Freshfields Bruckhaus Deringer had London-based Macfarlanes had lead advisory roles in Incisive’s refinancing.)

In 2014, Apax and RBS sold ALM back to Wasserstein & Co. for a reported $417 million. Later that year ALM acquired Kennedy Consulting Research & Advisory, and ALM then paid another $40 million in early 2015 to buy legal and insurance publisher Summit Professional Networks. Last summer, ALM agreed to acquire China Law & Practice from Euromoney Institutional Investor PLC for an undisclosed sum.

ALM’s president of legal media, Lenny Izzo, said the company is not planning additional acquisitions at this time, though it isn’t ruling out the idea. He said no layoffs were planned as a result of the Legal Week acquisition, adding that the move was “about strengthening our position in key markets, rather than realizing cost reductions.”

Like many media companies, ALM has seen recent reductions in staff. In April, the company filed a notice with the state of New York indicating that 61 staffers would be laid off between July and September.

Over the last four years, the legal news industry has reorganized amid a series of deals.

In 2011, Bloomberg LP bought The Bureau of National Affairs, a private information provider for clients in government, business and academia, for $990 million. The following year, LexisNexis paid $150 million to purchase Portfolio Media, the parent company of Law360. Meanwhile, the legal magazine California Lawyer closed its doors in October.

For its acquisition of Legal Week, ALM was advised by Jones Day, which has a long-standing client relationship with Wasserstein & Co. Jones Day advised the private equity firm when it initially bought ALM in 1997 and when it sold ALM a decade later. Incisive was advised by the London-based firm Macfarlanes.

Aside from publishing legal news and analysis, Legal Week organizes events, including Legal Week Private Client Forum, Trust & Estates Litigation Forum and Strategic Technology Forum, among others.

Legal Week and Incisive were represented by Paul Slight, Director at Fusion Corporate Partners (UK) Limited.

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Recent Fusion transactions include:

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A Fusion Deal: Creditflux sold to Mergermarket Group

CreditfluxFusion Corporate Partners are pleased to announce the completion of the sale of Ceditflux to Mergermarket Group.

Fusion Corporate Partners acted as corporate advisor for Creditflux. The Fusion team was led by Paul Slight, Director at Fusion. The terms of the deals were not disclosed.

Founded and headquartered in London, Creditflux is the authoritative provider of intelligence, analysis, data and events covering CLO and credit fund pricing, investments, trading and returns.

“I am delighted that Creditflux is joining forces with Mergermarket Group, a company which shares our relentless focus on providing original and insightful intelligence to the fixed income community,” said Mike Peterson, Managing Editor and founder of Creditflux. “The combination of Debtwire, Xtract Research and Creditflux will create an information power house for the global credit market.”

The acquisition accelerates the global expansion of Mergermarket Group’s extensive real-time fixed income intelligence and data provision. The company’s Debtwire and Xtract Research products already deliver insight and analytics on corporate high yield, distressed and restructuring situations.

mergermarket“We are very excited to fortify the growth story of our global fixed income division with the acquisition of Creditflux, a highly regarded and trusted source of CLO and credit fund intelligence and data,” commented Hamilton Matthews, CEO of Mergermarket Group. “For the past decade, Debtwire and Xtract Research have blazed a trail of market-leading coverage in the field of corporate debt analysis. Creditflux provides valuable analysis of fixed income investors, giving our valued subscribers access to deeper analysis of the full credit investment cycle.”

Paul Slight, Director at Fusion, said “We have known Mike and the key shareholders at Creditfux for many years and they thoroughly deserve their reward for the hard work that has gone into building a business brand of high editorial integrity. The fit with MergerMarkets was evident from the start at a business and cultural level and I am sure Mike and his team will be able to take advantage of the commercial knowhow and international presence MergerMarket offers. This is the second transaction we have concluded with MergerMarkets in the last 3 months and on both occasion they have acted with the highest level of sensitivity during both the negotiations and completion process”

UK London

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The Fusion Team has completed over 80 UK and cross border Media, Business Information & Technology, Exhibitions & Conferences, Energy & Environmental Services, Business Support Services, TV Broadcast & Production, Healthcare and Online Commerce transactions.

Recent transactions include:

Media & Business Information

Business Support Services and Energy & Environmental Services

Exhibitions & Conferences

Healthcare

Broadcast

 

Bloomsbury acquires six LexisNexis and Jordan family family law titles

DuckworthBloomsbury Publishing is to acquire six LexisNexis and Jordan family family law titles from RELX for £1.4m. The titles include Duckworth’s Matrimonial Property & Finance and Hershman and McFarlane: Children Law and Practice. They are all sold in loose-leaf format and are available in online digital format.

Gross profits to 31st March 2015 for the combined titles were £0.8 million on revenues of £1.1m.

The consideration will be paid in two equal instalments, the first on completion and the second six months later. Completion of the acquisition is conditional on the CMA approval of RELX’s acquisition of the Jordan publishing business, a ruling on which is expected in January 2016.

Bloomsbury’s preliminary results for the full year ending 29th February 2016 will be announced on 19th May 2016.

UK, London

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Bloomberg to acquire Barclays Risk Analytics and Index Solutions Business

BloombergBloomberg L.P. is to acquire Barclays Risk Analytics and Index Solutions Ltd. (“BRAIS”) for around £520 million.

BRAIS is a provider of benchmark and strategy indices, portfolio analytics, risk and attribution models, and portfolio construction tools. BRAIS’s benchmark indices span global markets covering multiple asset classes, most notably the Barclays Family of Aggregate Bond Indices.

“As financial markets continue to evolve, our clients need and expect the index business to evolve too,” said Michael R. Bloomberg. “Combining the market-leading Barclays indices and their superb team with our data management, analytics and distribution will provide more independence, liquidity and transparency to the marketplace, improve industry innovation and further meet the diverse needs of our global client base.”

Bloomberg has also increased its investments in PORT, the company’s multi-asset portfolio risk and analytics tool that has seen significant growth over the past five years. The Company intends to accelerate its investments in this area by acquiring the intellectual property in POINT, Barclays’ portfolio analytics solution, and incorporating BRAIS IP into PORT. Barclays has agreed to continue to operate POINT for 18 months post completion in order to help clients transition to PORT.

Bloomberg and Barclays will maintain a co-branding arrangement on the benchmark indices for an initial term of five years.

The transaction is expected to be completed by mid-2016.

USA, New York, NY & UK, London

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WPP’s Sudler & Hennessey acquires majority stake in System Analytic in Lon

WPP’s wholly-owned operating company, Sudler & Hennessey, a global healthcare marketing and communications network, has acquired a majority stake in healthcare key opinion leader engagement company, System Analytic.

System Analytic’s database and online tools enable pharmaceutical companies to identify, map, and engage key opinion leaders across a broad range of medical fields. Clients include Boehringer Ingelheim, Novartis and Roche.

Founded in 2007, the company employs around 20 people in London. Unaudited revenues for the year ended 5 April 2015 were £2.1 million, with gross assets at the same date of £1.0 million.

UK, London

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UBM sells PR Newswire to Cision

 

PR NewswireUBM plc has agreed to sell PR Newswire to Cision, a provider of public relations software, for $841m.

Cision, which is controlled by Chicago-based private equity group GTCR, acquired media monitoring group Gorkana from private equity group Exponent for £200m last year.

PR Newswire had revenue of 195.8 million pounds in 2014, about 26 percent of UBM’s total revenue.

Terms of the deal:

  • The total sale price is $841m, $810m in cash and $31m of preferred equity
  • The total sale price of $841m is a circa 11.2 times multiple of PR Newswire’s 2014 adjusted
    earnings before interest, tax, depreciation and amortisation. The cash value of $810m represents a circa 10.8 times multiple.
  • £245m is proposed to be returned to shareholders by way of a special dividend.
  • Net cash proceeds received on completion are expected to be approximately £498m after adjustments for transaction expenses, debt-like items, tax and a contribution of £10m to UBM’s pension scheme

The agreement is subject to anti-trust clearance in the US. Completion is expected late in Q1 2016

Tim Cobbold, Chief Executive of UBM plc, said: “Today’s announcement represents a significant step in the execution of UBM’s “Events First” strategy, the objective of which is to become the world’s leading focused B2B Events business. The Board is confident that this transaction realises excellent value for our shareholders.

Following the successful acquisition of Advanstar in 2014, the disposal of PR Newswire further increases our focus on the attractive, high growth and high margin events sector with more than 80% of UBM’s continuing revenues generated in Events. In addition, the retained sales proceeds will increase our capacity to invest in bolt-on acquisitions to strengthen the portfolio and grow the
business faster, whilst maintaining appropriate financial discipline.”

UK, London & USA, Chicago, IL

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Symphony Technology Group Acquires Simmons and Hitwise from Experian

 

Private equity firm Symphony Technology Group has acquired Simmons and Hitwise from Experion. The terms of the two transactions in aggregate were $47 million plus a further potential amount of up to $5 million based on an earnout.

Hitwise and Simmons provide consumer measurement and analytical services to marketers, media brands and advertising agencies. Simmons is best known for its National Consumer Study. Hitwise, a provider of large-scale online clickstream data collection and consumer behavioral analytics, is being acquired by Connexity Inc, an STG portfolio company.

USA, Palo Alto, CA & UK, London

WPP to merge its Australian and New Zealand businesses with STW Communications Group

STWWPP is to merge its Australian and New Zealand businesses with STW Communications Group in Australia and New Zealand and increase its shareholding to 61.5%

WPP is to merge its Australian and New Zealand businesses with STW Communications Group Limited (STW) and increase its shareholding from 23.6% to 61.5%. STW, a marketing and communications group, is a publicly listed company, whose shares are traded on the Australian Securities Exchange (ASX: SGN).  

The merged group will have pro-forma LTM revenues of c.A$1billion and EBIT of A$142 million For the 12 months ended 30 September 2015 and will become the primary vehicle for WPP in Australia and New Zealand.  Following the merger, STW will change its name to align it with WPP.

The transaction will be structured through a contribution of WPP’s Australian and New Zealand businesses into STW, for an enterprise value of A$512 million, with consideration consisting of the issue to WPP of new STW shares and a shareholder loan. 

The STW Shares will be issued to WPP at A$0.915 per share, representing a premium of 30% to the 10 day VWAP prior to the date of this announcement. WPP will move from a 23.6% interest in STW to become the majority shareholder with a 61.5% equity interest. WPP will also have the right to appoint a majority of Directors to the STW Board. 

The transaction is conditional on STW shareholder approval and the approval of the Australian Competition and Consumer Commission and the Foreign Investment Review Board.

UK, London & Australia, St Leonards, NSW & New Zealand, Auckland

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Energy Assets Group acquires Blyth Utilities

Energy Assets GroupEnergy Assets Group plc, a provider of I&C gas metering services, utility infrastructure services and electricity metering and data services, has acquired Blyth Utilities Limited.

The transaction consideration comprises an initial cash payment of £1.5m, 200,784 shares in Energy Assets Group plc with a market value of £1m, which are subject to the sellers of Blyth remaining with the Group during a restrictive period of two years, and a three year earn-out consideration of up to £2.5m contingent on the future performance of Blyth and which will be settled evenly between cash and Energy Assets Group plc shares.  Cash consideration will be funded from a combination of cash reserves and existing loan facilities.  

blyth-logoIn the twelve months to 31 March 2015, Blyth reported an operating profit of £0.4m on a turnover of £7.2m.  This represented a circa 46% increase in profitability over the previous year.

Blyth, founded in 2003, has team of around 80 qualified and professional employees. The company is a Multi-Utility Infrastructure Provider involved in the design and construction of utility networks and infrastructure direct to commercial and residential developers throughout Scotland and the North of England and, along with Energy Assets, is accredited under the Gas Industry Registration Scheme (GIRS).  Blyth is also fully accredited under the National Electric Registration Scheme (NERS) and Water Industry Registration Scheme (WIRS).  

Phil Bellamy-Lee, Chief Executive of Energy Assets, commented: “The acquisition will allow us to expand our services to become a fully accredited multi-utility infrastructure provider in the commercial area and, following on from the recent government announcement that investment in the housing sector will double to support home ownership and a pledge to deliver additional new homes across the UK by 2020, will also enable us to extend our infrastructure offering to businesses within the UK house building sector at a very exciting time. 

Energy Assets recognises the importance of high quality, responsive and competitive provision of utility infrastructure and, as such, we are excited to be able to offer Blyth the support of the wider Group to realise the potential for growth within both businesses as a result of this acquisition.” 

UK, Scotland, Livingston & Clackmannanshire

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Disney doubles its investment in Vice Media

viceWalt Disney Co. is doubling its investment in Vice Media, investing another $200 million according to the Financial Times, quoting “people familiar with the matter”.

Vice Media is a youth media company specialising in creating, distributing, and monetising original content globally. It was started in 1994 by Shane Smith, Gavin McInnes and Suroosh Alvi as a punk magazine titled Voice of Montreal.

Disney invested $200 million last month, when Vice announced a deal to launch the round-the-clock Viceland channel.

The $400 million invested by Disney gives it a roughly 9% stake of Vice at a valuation of between $4 billion and $4.5 billion. This is on top of the stake Disney holds through the joint venture with Hearst in A+E Networks, which now holds more than 15% of Vice.

21st Century Fox Inc. invested $70 million in Vice in August 2013.

USA, Burbank & Brooklyn, NY

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