McGraw-Hill Financial completes the $2.225Bn acquisition of SNL Financial

McGrawHillFinancialMcGraw-Hill Financial has completed the acquisition of SNL Financial. The deal was first announced in July.

McGraw Hill Financial is paying approximately $2.225 billion in cash for SNL Financial.  The economic impact to McGraw Hill Financial will be partially offset by tax benefits with an estimated present value of approximately $550 million resulting from the transaction. SNL is privately held by an affiliate of private equity business New Mountain Capital LLC and current and former members of SNL management.

SNL“We are enthusiastic about SNL because it is a fast-growing, highly complementary subscription-based business that will enable us to accelerate our strategy to be the leading provider of transparent and independent benchmarks, analytics, data and research across the global capital, commodity and corporate markets,” said Douglas L. Peterson, President and CEO of McGraw Hill Financial.

Excluding amortization, the transaction is expected to be accretive to adjusted diluted EPS in 2016, and, on a GAAP basis, in 2018.  The Company has also identified approximately $70 million in synergies which are expected to be fully realized by 2019 largely from operational efficiencies and McGraw Hill Financial’s ability to accelerate SNL’s international growth through its global footprint.

Headquartered in Charlottesville, VA, SNL has approximately 3,000 employees based in 10 countries. SNL, founded in 1987, has more than 5,000 customers with relationships across banks, insurance companies, corporations, asset managers, power companies and other users. Mike Chinn, President and CEO of SNL Financial will remain with the business and report to Douglas L. Peterson, President and CEO of McGraw Hill Financial.

USA, New York, NY & Charlottesville, VA

Trinity Mirror plc acquisition of Local World Holdings Limited (and on-sale)

Local WorldTrinity Mirror plc is acquiring all of the shares in UK regional news publisher Local World Holdings Limited not already owned by the Company. Trinity Mirror currently holds 20% of the shares. 38.7% of the shares are being sold by DMGT. The transaction values Local World on a debt-free cash-free basis at £220 million.

The purchase price for the 80.02 per cent. shareholding not already owned by Trinity Mirror is £154.4 million. Trinity Mirror will also assume debt, working capital and debt-like items of circa £27 million and will incur some £6 million of transaction costs at completion which together with the equity consideration represents total consideration of £187.4 million.

Commenting on the Acquisition, Simon Fox, Chief Executive, Trinity Mirror plc, said: “This is a good day for local media. Local World is a business we know and respect and by combining it with Trinity Mirror we will create an organisation of scale, with the talent and financial capacity to invest and adapt to the rapidly changing media landscape. It is a vote of confidence in local press and its future.”

Local World is one of the largest regional news publishers in the UK and was established at the end of 2012 through the acquisition of the regional publishing assets of Northcliffe Media Limited and Iliffe News & Media Limited. Local World’s print portfolio comprises 83 print publications: 16 daily print titles, 2 Metro franchises, 36 paid weekly titles and 29 free weekly titles. Local World generated revenue and Adjusted Operating Profit of £221 million and £39 million in 2014.

On completion, with the exception of Simon Fox and Vijay Vaghela, all Executive and Non Executive directors will resign as directors of Local World. David Montgomery, Group CEO, Local World and Lisa Gordon, Corporate Development Director, will also leave the business shortly after completion. Rachel Addison, the Chief Operating Officer of Local World, will be promoted to the role of Managing Director, Local World, reporting to Simon Fox.

Proposed On-Sale

Trinity Mirror has signed Heads of Terms with Edward Richard Iliffe to sell the businesses and assets of certain Local World newspaper titles located around Cambridge and Hertfordshire for a cash consideration of £15.8 million. These titles contributed £3.1 million to the Adjusted EBITDA of Local World in 2014. In the event that the Proposed On-Sale is not completed, Trinity Mirror has agreed, in certain circumstances, to pay, or procure the payment of, a break fee of £2 million to Iliffe Print Cambridge Limited (an Iliffe family company). The break fee will not be payable if the Acquisition is not completed.

UK, London

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Iliffe

Trinity Mirror

DMGT

Utilitywise plc Final Results

utilitywiseUtilitywise plc, an AIM listed, independent utility cost management consultancy, has announced its audited full year results for the year ended 31 July 2015.

 Highlights:

  • Revenue: £69.1M (2014 – £48.9M) up 41%
  • Gross profit: £30.3M (2014 – £22.4M) up 35%
  • EBITDA: £17.8M (2014 – £14.5M) up 23%
  • Profit before tax: £16.7M (2014 – £13.4M) up 25%
  • Continued investment in multi-channel routes to the customer
  • Management strengthened with appointment of new COO, Brin Sheridan
  • t-mac Technologies acquisition completed in April
  • UK customers now exceeds 27,000
  • Review of accounting procedures to enable more accurate consumption variance tracking

Geoff Thompson, Chief Executive of Utilitywise, commented:

“The past year has been one of continued progress. We have maintained our growth aspirations and we are well advanced in the roll out of our multi-channel approach to the entire addressable market. We have complemented our capabilities in the year with the acquisition of t-mac Technologies and now can take a customer through the entire journey of procuring their energy, ensuring compliance, monitoring and reporting usage, and controlling and reducing their energy consumption. 

Our management team has been further strengthened and I am delighted to welcome Brin Sheridan to the Group. Brin will assist us along with the rest of the Executive team to deliver this exciting opportunity we have to increase our market share.

We have slowed and refocused our recruitment in recent months to ensure that we have the highest quality of staff capable of delivering our Trusted Advisor strategy effectively and increasing our new customer conversion rates. Since period end the Group’s UK customer base has increased further to 27,265 as at 30 September, with a corresponding increase in secured but not yet recognised revenue to £28.3 million as at 30 September compared to £26.2 million at period end.

Our outlook for the coming years remains extremely positive and we look forward to welcoming thousands of new customers to the services and products we can deploy to help them  optimise their energy usage and to save money.”

For more information click here

UK, North Tyneside

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Lonsdale Capital Partners acquires a majority stake in Ocean Media Group

OMG_logoLonsdale Capital Partners has acquired a majority stake in Ocean Media Group, a provider of UK based events, specialist publications and online solutions addressing three sectors: Social Housing, Weddings and Bridal. The terms of the deal were not disclosed.

The largest division is Social Housing which runs a number of events and conferences including the flagship “Housing 2016” in association with the Chartered Institute of Housing.

Ocean Media also runs the eight National Wedding consumer shows covering London and the South East, the Midlands, the North West and the North East of the UK.

The third arm of the business is Bridal, a business to business portfolio of shows, a trade magazine and a website.

Lonsdale Capital is supporting the current management team led by David Moran and David Watt. Growth will be primarily focused on developing the existing business, but the Group is also considering several bolt-on acquisitions.

James Knott, Director at Lonsdale Capital Partners, said “We are delighted to have supported the MBO of Ocean Media. Each of the three existing business divisions has very strong positions in their respective sectors, which is testament to the quality of their offerings. We are looking forward to working with the management team to continue to grow the business.”

UK, London

 

Condé Nast acquires Pitchfork Media

pitchfolkCondé Nast has acquired Pitchfork Media, Inc. The deal adds the popular music vertical to Condé Nast’s digital network.  The terms of the deal were not disclosed.

Founded in 1996, Pitchfork is a Chicago-based online music magazine devoted to music journalism, news, album reviews, and feature stories.The company’s monthly audience has grown to over six million unique visitors and their social following has also increased to well over four million followers and fans.

“Pitchfork is a distinguished digital property that brings a strong editorial voice, an enthusiastic and young audience, a growing video platform and a thriving events business,” said Bob Sauerberg, Condé Nast president and CEO.  “We look forward to bringing Pitchfork to the network of best-in-class brands of Condé Nast.”

The acquisition effort was led by Fred Santarpia, chief digital officer of Condé Nast, to whom the Pitchfork team will report.

 

USA, New York, NY & Chicago, IL

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Management Buy Out of The Energy Brokers Limited

TEBLThe Energy Brokers Limited (TEBL) a specialist energy procurement consultancy has been acquired by The Consultus International Group Limited in a Management Buy Out led by its Managing Director, Andrew Staley. The terms of the transaction have not been disclosed.

andrew-staleyTEBL is a specialist energy procurement consultancy that focuses in the Industrial & Commercial (I&C) sector arranging and managing electricity and gas contracts on behalf of its clients with energy suppliers. It operates predominately in the UK but has been steadily increasing its foothold across the European marketplace. In the UK it has been assessed by an independent party who ranks TEBL joint 2nd in the Cornwall Energy I&C TPI Index.

Based in Leicester TEBL was setup in 1994, following de-regulation of the UK’s electricity & gas markets. During this time it has grown and developed a dedicated and specialised energy procurement team serving many business sectors across a range of organisation sizes. TEBL was setup and led by the former Managing Director, Bernard Messore and its Non-Executive Directors; David Booth, David Dyer, Jane Messore and Roy Warner.

Whilst TEBL has a relatively new management team in place it remains under the guidance of Andrew Staley, who has managed the business since 2009. The new management team consists of industry professionals, who now form the board and are driving the business forward. As part of this deal Consultus has also acquired The Waterbuyers Limited, which is a newly formed Company that will be used to expand the operations of the Group into other areas such as; Water, Energy Efficiency and Internationally.

Clydesdale Bank supported the management buy-out through the provision of debt facilities. Andrew Staley said “we went out to the marketplace for the debt facilities, Clydesdale came back promptly with a competitive offer that not only met our request, but exceeded it by providing additional flexibility. I’m very pleased to be working with Chris (Harris) and the team at Clydesdale.”

UK, Leicester

Two New Fusion Deals: Incisive Media sells AVCJ and Unquote to Mergermarket

Fusion only - logoFusion Corporate Partners are pleased to announce the completion of the sales of two Incisive Media businesses to Mergermarket.

Asian Venture Capital Journal (AVCJ) and Unquote

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.

AVCJAVCJ and Unquote are leading sources of information on private equity and venture capital deals and fundraising activity. The brands represent a complementary extension to the Mergermarket Group suite of products that include Mergermarket, Debtwire, Dealreporter, Infinata, Xtract Research and the Remark global events division.
unquoteHeadquartered in London and Hong Kong, and with a global presence in 65 countries, Mergermarket Group provides finance and industry intelligence, analysis and data to investment banks, advisory professionals, fund managers, private equity firms, industry and corporate professionals.
“Unquote and AVCJ have strong localised footprints in the delivery of private equity and venture capital related content,” said Hamilton Matthews, CEO of Mergermarket Group. “Both brands are highly regarded in their respective markets and we are hugely excited to welcome them to Mergermarket Group as we seek to strengthen our global provision of fund and deal data, events and intelligence.”
“AVCJ and Unquote are hugely successful brands and I could not think of a better new home for them than Mergermarket Group,” commented Tim Weller, Chairman and CEO of Incisive Media. “With a strong foothold in private equity and M&A related content, Mergermarket Group is committed to further investment and development of both brands. I would like to thank the team for their loyalty and achievements over the years and I wish them well.”
UK, London & Hong Kong

Fusion Deals:

Media & Business Information

Exhibitions & Conferences

Business Support Services and Energy & Environmental Services

Healthcare

Broadcast

A Fusion Deal: Incisive Media has sold Accountancy Age and Financial Director to Blenheim Chalcot and its portfolio company Contentive.

Fusion only - logoFusion Corporate Partners are pleased to announce the completion of the sales of two Incisive Media businesses to Blenheim Chalcot and its portfolio company Contentive.

Accountancy Age and Financial Director

accountancy ageFusion Corporate Partners acted as corporate advisor for Incisive Media. The Fusion team was led by Mark Eisenstadt, director at Fusion. The terms of the deals were not disclosed.

Charles Mindenhall, the Blenheim Chalcot co-founder, said: “We are delighted to welcome our new colleagues at Accountancy Age and Financial Director. We are looking forward to continuing to grow and develop these great businesses, serving the accounting and financial director communities worldwide.”

Tim Weller, Chairman & CEO, Incisive Media said: “The founders of Blenheim Chalcot, who recently acquired ClickZ and SES from Incisive Media, have an extraordinary track record of building and developing successful businesses and I could not think of a better new owner of Accountancy Age and Financial Director. Blenheim Chalcot will continue to invest in and develop the brands. I would like to thank the team for their loyalty and hard work over the years and wish them well in their new home.”

Blenheim Chalcot is headquartered in London and traces its roots back to netdecisions, the internet services group founded in 1998. Since then, Blenheim Chalcot has built more than 25 businesses in a variety of sectors, including IT services and outsourcing, financial services, education, travel, software, sport and media. Today, Blenheim Chalcot’s companies have sales of over £300m and employ in excess of 3,000 people. Working with entrepreneurs and co-founders, Blenheim Chalcot continues to create and build businesses in these sectors, often from the ground up, and is now one of the leading venture builders in the world.

Contentive is a digital media company, specialising in B2B publishing and information. It provides an engaging mix of news, events, intelligence and training, across digital marketing, digital finance and other business verticals. Its products and services help professionals excel in a world being transformed by digital – and its tools and platform provide marketers with access to clearly defined audiences.

UK, London

Fusion Deals:

Media & Business Information

Exhibitions & Conferences

Business Support Services and Energy & Environmental Services

Healthcare

Broadcast

Gannett to buy Journal Media Group for $280 million

Gannett Co., Inc. is to acquire all of the outstanding common stock of Journal Media Group for approximately $280 million, net of acquired cash.

Journal Media Group shareholders will receive cash of $12.00 per share in cash. Based on the closing price of Journal Media Group on October 7, 2015, this represents a premium of 44.6%. Gannett will finance the transaction through a combination of cash on hand and borrowings under Gannett’s $500 million revolving credit facility.

Robert J. Dickey, president and chief executive officer of Gannett said, “The publications of both Gannett and Journal Media Group have a rich history, a commitment to journalism, and a dedication to informing and being active members in the communities we serve. Our merger will combine the best of each of our organizations to create a journalism-led, investor-focused company which will provide substantial value to the shareholders of both companies. This transaction is an excellent first step in the industry consolidation strategy we have communicated to our shareholders and is a good example of the value-creating opportunities we believe are available.”

The combination of Journal Media Group and Gannett will create a portfolio of 106 local markets in the U.S. and will result in a combined digital audience of more than 100 million unique domestic visitors a month. The acquisition will also enable the combined company to realize significant operating efficiencies. The properties in Journal Media Group’s markets will benefit from the consolidated functions Gannett has established over the last several years. Additionally, the regional proximity of some of the Journal Media Group markets will also enable Gannett to further utilize its printing and distribution assets.

Financial Highlights

  • Adds approximately $450 million to Gannett’s annual revenues.
  • Adds approximately $60 million of adjusted EBITDA, including over $10 million of immediately available synergies.
  • Opportunity for approximately $25 million of additional operating synergies to be fully realised over the next two years via the consolidation of corporate and administrative operations, integration with the Gannett shared service centers and consolidation of certain printing and distribution assets in multiple adjacent markets.
  • Immediately EPS accretive: approximately $0.10 – $0.15 per share in the first full year and $0.20 – $0.25 in the second year.

Strategic Highlights

  • Adds 15 dailies and 18 weeklies in 14 local markets, in nine states.
  • Adds daily and Sunday circulation of approximately 675,000 and 950,000, respectively.
  • Adds more than 10 million unique digital domestic visitors a month.
  • Leverages Gannett’s existing content and national USA TODAY brand, enables the integration of Journal Media Group properties onto Gannett’s Digital Platform, and delivers additional scale for National-to-local strategy.

USA, McLean, VA & USA, Milwaukee

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Axel Springer to acquire stake in Thrillist Media Group

Axel Springer SE is to acquire a minority interest in New York City-based Thrillist Media Group, a digital media company and lifestyle destination for millennial men. Once completed, it will make Axel Springer the largest outside investor in Thrillist Media Group.

Thrillist was founded in 2005 by Ben Lerer, CEO, and Adam Rich, Editor-in-Chief. It reaches 15 million monthly unique visitors to Thrillist.com, and over 80 million a month across its digital, social and mobile platforms, TMG operates the popular lifestyle portal Thrillist along with related daily newsletters and mobile app, with a focus on the sought-after demographic of 18 to 34-year-old men. Thrillist has local editions covering more than 35 cities in the U.S. and Europe. In the last year, Thrillist traffic has seen 100 percent year-over-year growth, with more than 66 percent of traffic coming from mobile.

Mathias Döpfner, CEO of Axel Springer SE, said, “The investment in Thrillist is a further step we are taking to expand our global footprint as a digital publisher, especially in English-language markets. Thrillist has become a first choice, particularly among millennial men. We see strong further potential and are looking forward to close cooperation with Ben, Adam and the whole Thrillist team.”

Ben Lerer, Co-Founder and CEO of Thrillist Media Group, commented, “We are very excited about this announcement. Axel Springer’s track record of success and its deep understanding of the digital media landscape make it an ideal partner as well as a huge asset for our media team as we continue to expand our rapidly growing business.”

The company’s related e-commerce business, JackThreads, is not part of this investment and will in the future be operated as a separate company.

Completion of this transaction is expected in early October.

Germany, Berlin & USA, New York, NY

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