Euromoney to acquire a strategic shareholding in Dealogic: Sells Capital DATA and Capital NET

November 5, 2014 — Fusion DigiNet

dealogic_logoEuromoney Institutional Investor PLC, the international online information and events group, is acquiring a 15.5% equity stake in a company (“New Dealogic”) incorporated by The Carlyle Group to acquire Dealogic Holdings plc alongside Carlyle and Dealogic’s founders. Dealogic’s long-serving CEO Tom Fleming will continue in his leadership role.

Dealogic is a data platform primarily used by global and regional investment banks worldwide to help optimise performance and improve competitiveness. Dealogic provides data and analytics, market intelligence and capital markets software solutions to investment banks to help them manage their workflows, assist with deal origination and execution, and optimise productivity across their equity capital markets, fixed income, investment banking and research, sales and trading businesses.

Euromoney is acquiring 15.5% of the equity of New Dealogic for $59.2 million. For the year to December 31, 2013, Dealogic achieved adjusted earnings before interest, depreciation and amortisation of $66.7 million on $152.3 million of revenues, and at that date had gross assets of $127.7 million. As part of the transaction, Euromoney will be entitled to a seat on the New Dealogic board and to 20% of the voting rights in respect of New Dealogic’s equity; it will be able to influence the strategic decision making of New Dealogic through a comprehensive set of minority rights. Carlyle will be the controlling shareholder in New Dealogic. The transaction will be structured as a leveraged buyout by New Dealogic.In addition, Euromoney will have the ability to invest pari passu with Carlyle in any acquisitions that New Dealogic may pursue over the coming years.

Euromoney’s investment will be funded through the sale of its interests in two businesses, Capital DATA and Capital NET, which Dealogic and Euromoney have jointly operated since the 1980s. The transaction values Euromoney’s participation in these two businesses at $85 million. In addition to the $59.2 million of ordinary shares in New Dealogic, Euromoney will receive $4.6 million in cash on completion and a further $21.2 million of zero-coupon preference shares issued by New Dealogic and redeemable within 13 months from completion. As part of the agreement, Euromoney will continue to receive and use (on a perpetual royalty-free basis) the league tables and data analytics products underpinning its GlobalCapital business. New Dealogic and Euromoney will explore further strategic and commercial opportunities, including sharing of content management systems and joint product development for specific customer groups.

For the year to September 30, 2013, Euromoney’s subscription revenues and adjusted operating profits included licence fees of £5.4 million from its investment in Capital DATA. For the same period, Euromoney recognised a profit after tax of £0.3m from its 48.4% equity interest in Capital NET. For the year to September 30, 2015, the transaction as a whole is expected to dilute Euromoney’s after tax earnings by approximately 2%. The transaction is subject to regulatory approval and expected to complete by the end of December 2014.

Under the terms of the transaction, Euromoney has agreed to cap the consideration it may receive on a possible future sale of its investment in Dealogic at 24.9% of its market capitalisation at the close of business immediately prior to this announcement.

“The financial technology and data analytics sectors are enjoying healthy growth rates. Dealogic is a market leader in this space. It has robust workflow solutions and a highly respected brand. As testament to these strengths, Dealogic has achieved strong revenue growth during the past three years despite the challenging markets the global investment banks have faced,” said Richard Ensor, chairman of Euromoney. “Our relationship with Dealogic and its founders goes back to the 1980s. We are pleased to cement this important partnership under a new corporate structure. Carlyle is one of the largest and most respected private equity managers worldwide. We believe that by combining our expertise, market access and resources the shareholders of Dealogic will be able to achieve substantial value creation over the coming years.”

UK, London

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Euromoney Institutional Investor completes acquisition of HSBC’s Quantitative Techniques operation

October 2, 2013 — Fusion DigiNet

Euromoney logoEuromoney Institutional Investor PLC, the international online information and events group, has completed the acquisition of HSBC’s Quantitative Techniques operation with effect from September 30.  QT is the benchmark and calculation agent business of HSBC Bank plc which creates and maintains more than 100 equity and bond indices for HSBC’s Global Markets division and for over 60 external clients.

The business has been rebranded Euromoney Indices.  As part of the completion terms, HSBC has agreed to purchase index calculation services from Euromoney Indices for a minimum period of three years.

Previous reporting – Euromoney Institutional Investor to acquire HSBC’s Quantitative Techniques operation Posted on April 4, 2013

UK London

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Euromoney Institutional Investor to acquire HSBC’s Quantitative Techniques operation

April 4, 2013 — Fusion DigiNet

Euromoney logoEuromoney Institutional Investor PLC is to acquire HSBC’s Quantitative Techniques operation.  QT is the benchmark and calculation agent business of HSBC Bank plc and creates and maintains more than 100 equity and bond indices for HSBC’s Global Markets division as well as over 60 external clients. Terms of the deal have not been disclosed.

Completion of the sale will take place after a transition phase, which is expected to take six months.  Once the transaction has completed, HSBC has agreed to purchase index calculation services from QT for a minimum period of three years.

Euromoney believes the acquisition creates an opportunity to build a new business providing independent index compilation services.  Over more than 40 years Euromoney has built strong relationships with financial institutions which should help expand QT’s customer base and encourage other institutions to engage QT to calculate the indices for their own investable index products.  Euromoney also plans to use QT’s index calculation expertise to develop new index families across other parts of its business.

“We are delighted to acquire the Quantitative Techniques operation from HSBC,” said Richard Ensor, chairman of Euromoney.  “HSBC is a trusted and important partner as well as a key client.  Euromoney looks forward to working with HSBC over the next three years and, it hopes, for many years afterwards to develop the QT business.  This acquisition gives Euromoney the opportunity to establish a significant footprint in the attractive index compilation market.”

UK, London

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A Fusion Deal: International grain trading conferences, Global Grain Geneva and Global Grain Asia, sold to Euromoney Institutional Investor

February 29, 2012 — Fusion DigiNet

Fusion Corporate Partners are pleased to announce our third deal of 2012. The sale of international grain trading conferences, Global Grain Geneva and Global Grain Asia  to Euromoney Institutional Investor PLC.

Global Grain Geneva is the world’s leading event for international grain traders. It has been held every November since 2003 in Geneva, the main European location for the trading of grain, oilseeds and soft commodities. The event has grown every year since its launch and in 2011 attracted nearly 1,000 delegates from over 50 countries. Euromoney is acquiring all the issued share capital of Global Commodities Group Sàrl whose sole asset is Global Grain Geneva.

Global Grain Asia is a new event for grain and oilseed trade and industry professionals operating in Asia-Pacific. It launches in March in Singapore. Euromoney is acquiring 50% of the issued share capital of GGA Pte. Ltd whose sole asset is Global Grain Asia. Euromoney has an option to acquire the remaining 50% of GGA Pte. Ltd in 2014.

The prospects for grain trading are good. Agricultural prices move over long cycles and prices today are under-pinned by a rising global population, greater affluence especially in Asia where meat consumption is growing rapidly (for instance, every pound of beef requires seven pounds of grain to produce), and less farmland: by the year 2020, the farmland available per person is forecast by the Food & Agricultural Organization of the United Nations to be less than half that of 1950.

Global Grain Geneva has been organized by James Dunsterville, a commodity trader in Geneva who also publishes the respected grain price newsletter AgriNews (www.agrinews.ch) and by Andrew Osborne, an event and conference specialist. Global Grain Asia was recently set up by G Seelan, Managing Director, and Ms Sarasija Raman, Executive Director, of the Centre for Management Technology (CMT) in Singapore, and Messrs. Dunsterville and Osborne. All four of them expect to remain involved in the business until at least 2014.

“We are delighted to acquire Global Grain Geneva and Global Grain Asia,” said Padraic Fallon, Chairman of Euromoney. “Euromoney has a successful record of acquiring conferences and developing them into fast-growing global event businesses. Coaltrans Conferences and Metal Bulletin Events are two striking examples and we look forward to doing the same with the Global Grain conferences.”

James Dunsterville and Andrew Osborne of Global Commodities Group said: “Having successfully built Global Grain Geneva into a must-attend conference for the grain trade market, and more recently launched Global Grain Asia with CMT, we believe that Euromoney is ideally positioned to develop further the conferences worldwide. We are confident that their successful track record in acquiring and developing commodity conferences will add tremendous value to the international grain trade community. We look forward to using our know-how and experience to help them achieve this vision.”

Paul Slight, Director at Fusion, said, “We were delighted to work with James, Andrew, Seelan and Sarasija. These are two great trading events and will be an excellent fit with Euromoney’s commodities events businesses. It is the third Fusion transaction in the commodities area and we expect to continue to be active in the sector for some time to come.”

UK, London & Switzerland, Geneva & Singapore

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