Sinclair Broadcast Group to sell TV stations as part of Tribune acquisition

SinclairSinclair Broadcast Group Inc is selling 23 television stations to several companies after completing its $3.9 billion acquisition of Tribune Media.

The sales are to obtain the necessary governmental approval of the Tribune transaction, the company said, as it has worked for months to win regulatory approval for the deal.

Chris Ripley, President and CEO of Sinclair, said, “After a very robust divestiture process, with strong interest from many parties, we have achieved healthy multiples on the stations we are divesting. While we continue to believe that we had a strong and supportable rationale for not having to divest stations, we are happy to announce this significant step forward in our plan to create a leading broadcast platform with local focus and national reach. The combined company will continue to advance industry technology, including the Next Generation Broadcast Platform, and to benefit from significant revenue and expense synergies”.

Standard Media Group, an affiliate of Standard General L.P., will acquire the following nine television stations in seven markets for $441.7 million in cash:

KOKH-TV, Oklahoma City, OK (affiliated to FOX)
WXMI, Grand Rapids-Kalamazoo-Battle Creek, MI (affiliated to FOX)
WPMT, Harrisburg-Lancaster-Lebanon-York, PA (affiliated to FOX)
WXLV-TV, Greensboro-High Point-Winston Salem, NC (affiliated to ABC)
WRLH-TV, Richmond-Petersburg, VA (affiliated to FOX)
WOLF-TV (1), Wilkes Barre-Hazelton-Scranton, PA (affiliated to FOX)
WSWB (1), Wilkes Barre-Hazelton-Scranton, PA (affiliated to CW)
WQMY (1), Wilkes Barre-Hazelton-Scranton, PA (affiliated to MY)
KDSM-TV, Des Moines-Ames, IA (affiliated to FOX)
(1) Sinclair is not the licensee of these stations and will only be selling the assets of such stations that Sinclair owns, together with its right to purchase the licenses of the stations.

Meredith Corp will acquire CW-affiliated KPLR-11 in St. Louis for $65 million. Additionally, three stations are going to Howard Stirk and two are going to shared services agreement partner Cunningham Media. The buyer for the remaining seven stations is yet to be named.

USA, Hunt Valley, MD & Washington, WA & St Louis, MO & Baltimore, MD

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Gfinity plc acquires RealSM Limited, owner of RealSport

GFinityGfinity plc, a leading international esports entertainment group, has acquired the entire issued share capital of RealSM Limited, owner of the fan-oriented digital sports media platform, RealSport, for a total consideration for approximately £2.4 million, to be settled wholly in new shares in Gfinity. The acquisition will be paid for by issuing 12.3 million Gfinity shares at 19.317 pence each. The share price was the average closing price over the last 15 days prior to the deal being announced.

Founded in January 2016, RealSport’s platform features original content, including news documentaries, podcasts, analysis and opinions. The company has rapidly built an online user base of more than half a million active monthly users with esports currently accounting for over 40% of all traffic on its website. Gfinity will use the RealSport platform alongside its own to build the esports community.

Under the terms of the acquisition, Gfinity will integrate RealSport’s online real estate into its business operations. Gfinity will also acquire the services of the team of seven key employees including the co-founders, Roei Samuel and Scott Hurst, together with their network of contributors, who have driven the rapid growth in the RealSport digital platform.

Gfinity Chief Executive Officer Neville Upton said, ”RealSport has done a great job of building a “go-to” hub for the esports community. They have a very talented team whose expertise in building a digital community will be very valuable to Gfinity. This deal will further help Gfinity continue to drive awareness and engagement in Gfinity and Elite Series brands. We believe this will accelerate Gfinity’s plans to monetise our digital assets and will greatly increase the value of our proposition to our prospective commercial partners.”

UK, London

Newsquest to acquire regional media company CN Group

NewsquestNewsquest Media Group Ltd. is to acquire Cumbrian-based media company CN Group in a deal which is part of a larger, scaled operation by the board to better protect the long term future of the group, its staff and its pensioners. The business sold two of its local radio stations to Global Radio in the autumn. The terms of this transaction were not disclosed, but it is expected to complete shortly after shareholders meet on 9th March.

CN Group runs print, digital and event brands covering Cumbria, Northumberland, north Lancashire, and the Scottish Borders including several award-winning papers such as the News & Star, Cumberland News, Times & Star, The Whitehaven News, The Mail and Hexham Courant.

It also has a magazine division that includes Cumbria Life, Taste Cumbria, Bay Living, in-Cumbria, Dumfries and Galloway Life, runs the Choose Cumbria marketing campaign, and events arm CN Events and a print division. It employs 324 people.

Henry Faure Walker, Newsquest chief executive, said: “We look forward to the opportunity of working with the CN Group, its staff and the community it represents in building on their great local brands and publishing expertise, and helping them forge a strong future. We will endeavour to support them with the scale and resources that Newsquest can provide, whilst enabling them to carry on what they have done so well for many years – namely providing first class content and advertising solutions for the people and businesses of Cumbria and the wider region.”

UK, Weybridge & Carlisle

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Infomedia acquires Norwegian Opoint Technology

InfomediaNordic media intelligence company Infomedia has acquired Norwegian Opoint Technology from M-brain. The terms of the transaction were not disclosed.

The transfer includes Opoint’s global web-crawling technology for online media, the business of web-crawling services for +70 international media monitors and key personnel in Oslo and Chennai.

The acquisition of Opoint Technology does not change the current Nordic collaboration between Infomedia and M-brain under the partnership “MIA – Media Intelligence Alliance”. The two Nordic players will still operate jointly on Nordic print media solutions, but Infomedia is looking to expand their current customer offering for digital media in the Nordics and international media intelligence space.

Infomedia CEO, Thomas Vejlemand said, “The acquisition marks yet another milestone for Infomedia. We are now able to provide global online media content and a strong web-crawling technology for new digital products. This goes very well in hand with the partnerships with Talkwalker and Hootsuite for social media listening and engagement. We also strengthen our position in the global media monitoring space by having an even stronger partner channel with customers from US, to Europe and Asia”.

Denmark, Copenhagen & Norway, Oslo

THQ Nordic AB acquires Koch Media GmbH

THQ NordicTHQ Nordic is to acquire 100 percent of the share capital in Koch Media. The total consideration amounts to EUR 121 million on a cash and debt free basis, equivalent to an equity value of EUR 91.5 million. EUR 82 million will be paid in cash and financed by current cash and bank balance. The remaining part of the consideration, amounting to EUR 9.5 million will be paid by consideration shares at a price per share which is based on the volume weighted average price of the company’s shares on Nasdaq First North during the twenty trade days preceding the signing date (14th February), i.e. SEK 95.44. Thus, the consideration shares will comprise 987,965 B shares.

Koch Media is a leading, independent producer and marketer of digital entertainment products in Europe and North America with studios in Germany, the UK, and the US, and offices in several Central and Northern European cities. Koch Media’s business consists of three business areas; i) Games, which are mainly published under the Deep Silver label with several AAA-intellectual property rights such as Saints Row, Dead Island and Metro; ii) Partner Publishing, which is the leading company in this business area in Europe and iii) Film, which is a business within movies for primarily the German- and Italian-speaking territories.

Koch Media generated net sales of approximately SEK 2,548 million and adjusted EBIT of approximately SEK 296 million for the period April – December 2017. The new group generated pro forma net sales and adjusted EBIT for the period April – December 2017 of SEK 2,933 million and SEK 505 million, respectively.

Lars Wingefors, CEO of THQ Nordic, said, “Koch Media has a long history of profitability despite losses incurred from some less successful game releases. THQ Nordic is convinced that the development studios of Deep Silver as part of THQ Nordic will successfully deliver at least four ongoing AAA game projects including Metro Exodus as well as the next Volition Studio AAA release and the next Dambuster Studio AAA release, together with a number of other game development and publishing titles.”

Austria, Vienna & Germany, Planegg

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Trinity Mirror plc to acquire Northern & Shell’s publishing assets

Trinity MirrorTrinity Mirror is to acquire Northern & Shell‘s publishing assets for a total purchase price of £126.7 million. These comprise Northern & Shell Network Limited, a subsidiary of Northern & Shell Media Group Limited containing the publishing assets of Northern & Shell and its subsidiaries, International Distribution 2018 Limited and a 50% equity interest in Independent Star Limited.

The purchase consideration of £126.7 million will be satisfied by the payment to the Northern & Shell Media Group Limited of, in aggregate, an initial cash consideration of £47.7 million; deferred cash consideration of £59.0 million payable over 2020 – 2023; and the balance of £20.0 million by the issue to the Seller of 25,826,746 new ordinary shares of 10p each. Trinity Mirror will also make a one-off cash payment of £41.2 million to the Northern & Shell Pension Schemes and a recovery plan through to 2027 has been agreed with total payments of £29.2 million.

Northern & Shell’s publishing assets include a portfolio of newspapers and magazines which comprise four national newspaper titles (the Daily Express, Sunday Express, Daily Star and Daily Star Sunday) and three celebrity magazines (OK!, New!, and Star) together with a 50% joint venture interest in the Irish Daily Star, outside the UK. Northern & Shell operates a print plant in Luton, serving its portfolio of newspapers and magazines as well as providing third-party printing services.

The Express.co.uk and Dailystar.co.uk websites achieved 280 million page views in December 2017 compared to 649 million for the Trinity Mirror websites (excluding apps and galleries).

Northern & Shell’s publishing assets performed well in 2017 despite continued pressure on its print advertising revenues. Total revenues (after separation adjustments) are estimated to have marginally increased in 2017, with growth in newspaper circulation revenues (arising from the partial reversal of cover price discounting) and digital revenues offsetting declines in print advertising revenues. Adjusted EBITDA (after separation adjustments) is estimated to be circa. £34 million, benefiting from operational and strategic reductions in printing and production, marketing and other operating costs.

Simon Fox, chief executive of Trinity Mirror, said: “This deal is a really exciting moment in Trinity Mirror’s history, combining some of the most iconic titles in the UK media industry. It is good for our readers, good for our customers and good for our shareholders. Northern and Shell’s titles have a large and loyal readership, a growing digital presence and a stable revenue mix and offer an excellent fit with Trinity Mirror.”

UK, London

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Next Fifteen Communications Group acquires Brandwidth

Next15Next 15, the digital communications group, has acquired the digital innovation agency Brandwidth.

The initial consideration for the acquisition is £6.2 million, which will be settled with £4.9 million of cash and the issue of 292,235 new ordinary shares in Next 15. Further deferred consideration may be payable in September 2018 of up to £3.3 million and April 2020 of up to £0.8 million based on the EBIT performance of Brandwidth in the year ending 30 June 2018. The maximum total consideration of £10.3m represents a 5.5x multiple of Brandwidth’s adjusted EBIT in the year ended 30 June 2017. The acquisition is expected to be earnings enhancing for Next 15 in the year to 31 January 2019.

For the year ended 30 June 2017, Brandwidth reported adjusted net revenues of £7.3 million, adjusted EBIT of £1.9 million and adjusted profit before tax of £1.9 million. The joint CEOs, Phil Goodman and Jason Jones, and the Chairman, Andrew Strange, will continue to lead the business which includes clients such as Toyota, Royal Caribbean, Citroen, Kia and Vodafone.

Tim Dyson, CEO of Next 15, commented: “Brandwidth is a great addition to Next 15. It brings significant digital skills to the Group, in particular we are excited to be able to offer clients its capabilities around the use of voice. We see voice, through platforms such as Google Home and Amazon’s Alexa, as a highly disruptive form of marketing. Their knowledge and experience of working with these technologies are of immense value.”

UK, London

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