Zoopla Property Group IPO Offer Price

zooplapropertyOn 22 May 2014, Zoopla Property Group announced its intention to make an IPO on the London Stock Exchange. DMGT intends to sell a maximum of 40% of its current 52.1% stake in Zoopla, retaining a stake of at least 31%. The maximum that DMGT could receive would be £190 million as a result of its participation in the IPO. This maximum includes DMGT’s contribution to the Member Offer, the Institutional Offer and Over-allotment

Offer highlights

  • The offer price has been set at 220 pence per Share.
  • Based on the Offer Price, the total market capitalisation of the Company will be £918.8 million
  • The Offer comprises 159,977,620 Shares, representing 38.3% of the Company’s issued share capital on Admission, excluding the Over-allotment Option
  • The Offer comprises the sale by selling shareholders of existing Shares only. No new Shares will be issued pursuant to the Offer
  • The Principal Selling Shareholders have granted an Over-allotment Option in respect of 15,997,755 Shares. If the Over-allotment Option were exercised in full the total gross proceeds raised by the Principal Selling Shareholders in the Offer would be approximately £369.9 million
  • 4,179,624 Shares have been applied for by Eligible Members under the Member Offer. As a result the Institutional Offer will comprise 155,797,996 Shares

Admission and dealings

  • Conditional dealings in the Shares will commence on the London Stock Exchange at 8:00 am today (18 June 2014) under the ticker ZPLA
  • Admission to the premium listing segment of the Official List and to trading on the main market for listed securities of the London Stock Exchange, and the commencement of unconditional dealings in the Shares on the London Stock Exchange, are expected to take place at 8:00 am on 23 June 2014. At Admission, the Company will have 417,642,460 Shares in issue
  • The Pricing Statement relating to the Offer will be submitted to the UKLA and will be available free of charge at the Company’s registered office at Harlequin Building, 65 Southwark Street, London, SE1 0HR. In addition, the Pricing Statement will be published on the Company’s website at http://www.zpg.co.uk/ipo

Alex Chesterman, Founder & Chief Executive Officer of Zoopla Property Group Plc said: “We are delighted with our successful listing on the London Stock Exchange. Today’s announcement marks an important milestone for our business following a number of years of strong growth and having built a market-leading proposition. We have received a significant level of institutional investor support in our business which once again underlines the growth potential of Zoopla Property Group. We have also received strong support from our members who have also participated in our IPO through our exclusive Member Offer and have become shareholders in our business. We are looking forward to life as a public company and to welcoming our new shareholders to the business.”

Further information

  • The Principal Selling Shareholders (other than Alex Chesterman and Simon Kain), are locked up for 180 days and the Directors and Senior Managers are locked up for 365 days in respect of their holdings of Shares following Admission, subject to the consent of the Joint Global Co-ordinators and to certain customary exceptions. The Company will also be subject to customary lock-up arrangements for 180 days following Admission, subject to the consent of the Joint Global Co-ordinators and to certain customary exceptions
  • Following Admission, before any exercise of the Over-Allotment Option, DMGT will hold 33.7% of the Shares and the Principal Selling Shareholders (other than Alex Chesterman and Simon Kain) will hold, in aggregate, 52.6% of the Shares. The Directors and Senior Managers will hold, in aggregate, 6.2% of the Shares, before any exercise of the Over-Allotment Option
  • It is expected that the Company will be eligible for inclusion in the FTSE UK Index Series at the quarterly review in September 2014
  • In relation to the Offer and Admission, Credit Suisse Securities (Europe) Limited and Jefferies International Limited are acting as Joint Sponsors, Joint Global Co-ordinators and Joint Bookrunners, and Canaccord Genuity Limited is acting as Co-Lead Manager
  • As stabilising manager, Credit Suisse Securities (Europe) Limited has been granted the Over-allotment Option, exercisable no later than thirty days from today, by the Principal Selling Shareholders over up to 15,997,755 Shares, representing 10% of the Shares comprised in the Offer

UK, London

Previous reporting:

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Rame Energy acquires Beco

RameRame Energy plc, the energy consultant, engineer and power generator, has acquired Beco Ltd, a UK based designer and installer of solar energy systems, £150,000.  Based locally to Rame’s Plymouth head office in Devon, Beco specialises in photovoltaic solar energy systems for domestic, commercial, marine and off-grid uses. In addition Beco installs wind turbines and is a distributer for Kingspan wind turbines as well as manufacturing its own range of solar charge controllers and specialist batteries.

becoBeco reported revenues of £877,344 and a loss of £17,208 for the period from 21 June 2012 to 30 June 2013.  In the nine months to 31 March 2014, Beco had unaudited revenue of approximately £1.32 million and was profitable.  It has a current order book valued at approximately £1.30 million to 30 September 2014.  On completion, which is expected to be 1 July 2014, Beco will have shareholder loans totalling £239,255.56.  The Acquisition is expected to be earnings enhancing for the six months ended 31 December 2014. The consideration is to be satisfied by the issue of 989,283 new ordinary shares in the Company. In addition, on completion Rame will make a loan to Beco of £100,000 to enable the partial redemption of a proportion of the Vendor Loans.  The remaining Vendor Loans shall be repaid out of a portion of profits generated by Beco over two years.

Tim Adams, Rame CEO, commented: “Having collaborated with Beco on a number of solar opportunities over the past five years, we are delighted to have agreed the Acquisition and to welcome its multi-skilled team into the Group.  Beco’s proven expertise in both grid connected and off-grid solar power projects, and the synergies between our groups, will allow Rame to substantially expand our solar power activities worldwide, and also strengthen our engineering division’s capability to deliver cost effective and reliable power solutions to blue chip customers around the world.  As well as the potential to increase turnover and profits at Rame’s engineering division, the acquisition of Beco will support the opportunity we have identified to develop solar power projects as an Independent Power Producer (“IPP”), similar to the wind power projects we are constructing in Chile, where the first two of a multi-project 300MW three year programme are due to come on stream later this year.”

UK, Plymouth, Devon

Landis+Gyr to acquire utility analytics company GRIDiant Corporation

landisand gyrLandis+Gyr is acquiring GRIDiant Corporation, a utility analytics company focused on the electric distribution grid.  Advanced grid analytics enable utilities to extract business value from large data sets, as smart meters and other grid devices to provide in-depth information about their distribution networks. The terms of the deal were not disclosed.

gridiant_logo1“We understand that utilities around the world want to continually improve their business operations,” said Andreas Umbach, Landis+Gyr’s President and CEO. “We believe the insights gained from analytic tools are essential ingredients in leveraging the value from smart grid infrastructure investments, and that these insights can promote operational efficiency throughout the distribution grid.”

USA, Atlanta, GA & Los Altos, CA

Elsevier acquires Amirsys, provider of healthcare information solutions

elsevierElsevier has acquired Amirsys. The financial terms of the transaction were not disclosed.

Focused on visually oriented medical disciplines like radiology, pathology and anatomy, Amirsys provides healthcare providers with expert information and clinical decision support tools.

amirsys“This acquisition bolsters Elsevier’s comprehensive set of point-of-decision solutions, providing our customers around the world with a greater ability to improve the quality of care and patient outcomes,” said Jay Katzen, President, Elsevier Clinical Solutions. “In addition, because radiology, pathology, anatomy and their associated content and data-rich images are foundational elements of other disciplines, we believe Amirsys will improve our ability to better inform diagnostic and treatment decisions across a broad scope of other specialties.”

Amirsys also created sophisticated technology tools to develop and maintain current imaging content, and Elsevier expects to be able to adapt those tools to serve other visually rich specialties. Amirsys products include STATdx, RADPrimer, ImmunoQuery, AnatomyOne and Amirsys Imaging, Pathology, and Anatomy Reference Centers.

Amirsys will be integrated with the Elsevier Clinical Solutions suite, which includes clinical workflow and decision support, clinical reference and patient engagement, including ClinicalKey, CPM CarePoints, ExitCare, and InOrder by Elsevier.

USA, Philadelphia, PA &  Salt Lake City, UT.

 

 

ITE acquires 50% of DUBM in Indonesia

ITEInternational trade exhibitions and conferences group ITE Group, is acquiring 50% of the shares in PT Debindo Unggul Buana Makmur (“DUBM”) from a group of three private individuals. The acquisition is subject to the approval of the Indonesian Investment Coordinating Board. This is anticipated to be received within two months.

The Sellers, who are the original founders of the business, will retain the remaining 50% of the shares and will continue to manage the business.

DUBM owns the Indobuildtech exhibitions which serve the building and construction industries in Indonesia and the surrounding region. The largest event is held in Jakarta in June each year and is the leading event of its kind in Indonesia. The 2013 exhibition was the 11th edition which sold approximately 12,000m2 net and was attended by over 33,000 professional visitors. The upcoming event opens in the Jakarta Convention Centre on 11th June 2014. In addition, satellite events are held in Surabaya, Bandung, Makassar and Bali.

Commenting on the acquisition, ITE’s Chief Executive Officer, Russell Taylor, said: “Indobuildtech is the leading building exhibition in Indonesia. The addition of this exhibition to ITE’s Build portfolio is consistent with our strategy of building market leading positions in core markets and sectors. The building industry is a growth sector in developing markets and with this complementary acquisition, ITE will leverage its international exhibition expertise to develop further its position and benefit from a strengthened portfolio within this sector.”

UK, London

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Communisis acquires The Communications Agency Limited

communisisCommunisis plc has acquired the entire share capital of The Communications Agency Limited (TCA) or £7.25m. TCA is a long-established agency that specialises in brand response and customer relationship marketing.

TCA is based in London with 42 employees, all of whom are transferring to Communisis. The Chairman, Robert Prevezer, and Chief Executive, Adam Leigh, the principal vendors, are also joining the Group in senior executive roles.

Terms of the Acquisition

Communisis has acquired TCA for £7.25m  plus the amount of TCA’s surplus cash of up to £0.75m. The consideration will be paid in cash of up to £6.55m and 2,404,643 new ordinary shares in Communisis to the value of £1.45m. Of the base consideration, up to £0.5m in cash is deferred and contingent on TCA delivering its projected adjusted EBITDA for its financial year ending 31 October 2014. The base consideration takes account of TCA’s adjusted EBITDA both for the year ended 31 October 2013 and projected for the three years ending 31 October 2016, before synergy benefits.

For the financial year ended 31 October 2013, TCA generated adjusted EBITDA of £0.45m on turnover of £6.2m (£4.0m net of recharged costs). Gross assets at that date were £1.38m.

Andy Blundell, Communisis Chief Executive, said, “TCA is a long-established, award-winning and well-respected agency that brings an impressive range of new capabilities and experience to the Group’s Design segment. It will sit at the heart of Communisis’ creative offering. The growth prospects are excellent.”

UK, London

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Wasserstein & Co. to by back ALM Media from Apax at a discount

ALM2Private equity and investment firm Wasserstein & Co has announced that it is buying back ALM Media, the publisher of American Lawyer and other titles, from its current owners, Apax Partners and the Royal Bank of Scotland. Ontario Pension Board, Pantheon, the Honeywell pension, and HighVista Strategies LLC are co-investing in the transaction alongside Wasserstein.

incisive_logo_newAccording to the New York Times, terms aren’t expected to be disclosed, but a person briefed on the matter said the price was about $417 million. In the summer of 2007, Wasserstein & Company sold ALM Media to Apax’s Incisive Media, the London-based trade magazine publisher, at the top of the market for $630 million.

Headquartered in New York City, ALM is an integrated media company and a provider of specialised business news, research and information, focused primarily on the legal and commercial real estate sectors. The company was created by the late Bruce Wasserstein. Later Wasserstein & Company was created as the investment vehicle of Bruce Wasserstein. ALM has nearly 700 employees across 16 offices worldwide. ALM’s portfolio of over 350 print and digital publications include The New York Law Journal, The American Lawyer, Corporate Counsel, Law.com, and The National Law Journal.

Michael Struble, Managing Director of Wasserstein & Co., added, “We are delighted to have the opportunity to own ALM again and look forward to working with ALM’s experienced management team to strengthen and unify its media brands and expand into value-added digital subscription products and services.”

Financing for the transaction will be provided by Macquarie Capital (USA) Inc. Jones Day served as legal advisor to Wasserstein & Co. Jefferies LLC acted as financial advisor to the Company, the Apax Funds, and RBS. Simpson Thacher & Bartlett LLP served as legal advisor to the Company and the Apax Funds. DLA Piper LLP (US) served as legal advisor to RBS.

The transaction is expected to close in the third quarter of 2014.

USA, New York, NY & UK, London

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Ziff Davis acquires emedia from RBI

Ziff Davis, the Digital Media Division of j2 Global,has acquired emedia Communications LLC, a provider of research to IT buyers and leads to IT vendors, from Reed Business Information.

An agreement has also been signed to acquire the UK-based division of emedia, which will transfer to Ziff Davis following a period of employee consultation. emedia will become part of the Ziff Davis B2B.

The terms of the transaction were not disclosed.

USA, New York, NY & UK, London

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Ziff Davis

Reed Business Information

WPP’s Bates CHI & Partners to acquire Temple Advertising in India

wppWPP‘s wholly owned operating company, Bates CHI&Partners, has agreed to acquire Temple Advertising Private Limited, a boutique advertising agency based in Bangalore, India. The terms of the deal were not disclosed.

Bates CHICo-founded in 2004 by Manmohan Anchan, Vidur Vohra and Srikanth V.S., Temple has worked with leading Indian brands across media and entertainment, automotive, fashion and retail, foods, education and real estate. Clients include Embassy Group, eTV Kannada, Reliance Trends, Sumeru Frozen Foods, Vaswani Group and Wipro Technologies. Temple employs approximately 40 people.

UK, London & India, Bangalore

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Zoopla Property Group IPO Price Range

zooplapropertyOn 22 May 2014, Zoopla Property Group announced its intention to make an IPO on the London Stock Exchange. (See previous DigiNet reporting and an overview of the offer.) DMGT intends to participate in the IPO and reduce its stake in Zoopla. DMGT currently holds a 52.6% stake in Zoopla.

The price range is set at 200 pence to 250 pence per share. The mid-point of the price range implies a market capitalisation for Zoopla of approximately £940 million. The base deal offer size is in the region of 111 million to 179 million shares, representing between 27% and 43% of Zoopla’s existing issued share capital. The Offer comprises the sale of existing shares only.

Final pricing is currently expected to be announced on or around 19 June 2014, with conditional dealings in the shares on the London Stock Exchange beginning the same day. Admission and unconditional dealings in the shares are expected to commence on or around 24 June 2014.

UK, London

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