Comcast outbids Fox to acquire Sky in £30BN deal

Comcast CorporationThe Comcast Corporation is to acquire Sky after an unusual blind bidding auction moderated by the UK Takeover Panel saw their offer of £17.28 per share overshadow Fox’s £15.67 rival offer, for a total of £30.6 billion in cash for the entire issued and to be issued Sky share capital. The bid has already been accepted by Sky’s independent directors and shareholders now have until 11 October to decide whether to accept the recommended offer.

The acquisition ends a two-year bidding war and follows Comcast’s unsuccessful attempt to take over Fox in June, when it lost out to Disney. Sky has 26 million customers across Europe, and has backed the production of shows for Amazon, HBO and Showtime. It’s also well known for its sports broadcasting, such as its Premier League channel. Comcast will soon have a much larger international presence in these fields.

Jeremy Darroch, Sky’s group chief executive, said: “As part of a broader Comcast we believe we will be able to continue to grow and strengthen our position as Europe’s leading direct to consumer media company. Today’s outcome is down to the hard work of tens of thousands of people who have built and developed this business together over the last 30 years. Sky has never stood still, and with Comcast our momentum will only increase.”

USA, Philadelphia, PA & UK, London

 

Immediate Media acquires BBC Good Food

Immediate MediaImmediate Media Co is to acquire BBC Good Food, the UK’s biggest food media brand, from BBC Studios. The deal, Immediate’s first acquisition under the ownership of Hubert Burda Media, continues the company’s development as it looks to accelerate its growth through strategic M&A and product development. The terms of the transaction were not disclosed.

Launched in 1989, BBC Good Food has the biggest cross-media reach of any UK magazine brand. bbcgoodfood.com is the UK’s largest food website, with 22 million visitors globally a month; BBC Good Food magazine, is the best-selling food magazine in the UK, with 1.3 million monthly readers; whilst the BBC Good Food show live events are the largest and most popular food and drink shows in the UK, with over 250,000 visitors a year.

Immediate Media CEO Tom Bureau said, “We are excited to be acquiring BBC Good Food. Not only is this the biggest brand in food publishing and media, but is absolutely on strategy for Immediate, given our focus on high value special interest communities, and cements our market leadership in the Food sector. We see significant opportunity in growing the brand, which we know well from working closely with BBC Studios. I’m looking forward to welcoming the hugely talented BBC Good Food team to Immediate, and we are committed to continue to produce the world-class content they are known for, whilst developing the brand across all platforms.”

BBC Good Food will form a new food business portfolio for Immediate. Headed up by BBC Good Food’s publishing director, Chris Kerwin, who takes up the role of food managing director, reporting to group managing director, Alison Forrestal.

Under the terms of the deal, the BBC Good Food brand name and the bbcgoodfood.com URL are licensed to Immediate by BBC Studios.

UK, London

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Nine Entertainment to take over Fairfax media in estimated A$4BN deal

Nine EntertainmentAustralia’s Nine Entertainment is to take over Fairfax Media, for an estimated A$4 billion. The television network will take a controlling 51.1% stake in the newly merged company, which will be renamed NEC, or Nine Entertainment Company. Nine will acquire all of Fairfax’s shares and take a controlling 51.1% share in the new business, which will be called NEC. Under the terms of the proposed transaction, Fairfax shareholders will receive 0.3627 Nine shares for each Fairfax share held and $0.025 cash. It represents a 21.9% premium to Fairfax’s closing share price of 77c on 25 July 2018.

Hugh Marks of Nine will be the new chief executive and Peter Costello, the Nine chairman, will now lead the board of the new business.

Costello said, “Both Nine and Fairfax have played an important role in shaping the Australian media landscape over many years. The combination of our businesses and our people best positions us to deliver new opportunities and innovations for our shareholders, staff, and all Australians in the years ahead.”

Marks added, “The ground-breaking merger – harnessing the strength, assets, quality and reach of two of the country’s most famous industry brands – is another highly significant step in the evolution of Nine’s business into one of the most powerful media organisations in the country. The scope of this deal is genuinely quite breathtaking. In addition to our existing television and digital businesses, the new NEC will also become the proprietor of the iconic Fairfax mastheads as well as the new majority owner of Domain (60%) and the Macquarie Radio Network (54.5%)“.

Fairfax Chief Executive Officer Greg Hywood said, “The proposed transaction for Fairfax reflects the success of Fairfax’s transformation strategy which has created value for shareholders through targeted investment in high growth businesses, such as Domain and Stan, and prudent management of our media assets. The combination with Nine provides an exciting opportunity to continue to drive incremental value well into the future. We are confident that the strength of the combined management team and staff will ensure the continuation of our quality journalism.”

Australia, Sydney

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Kew Media completes acquisition of Essential Media Group

Kew Media GroupProduction and distribution firm Kew Media Group has completed the previously reported acquisition of the Essential Media Group.

The Essential Media Group is the newly formed international content company from the merger of two leading independent production companies and joint venture partners – Essential Media and Entertainment and Quail Entertainment. Headed by CEO and Executive Producer Chris Hilton and CCO and Executive Producer Greg Quail, EMG combines strong credentials and track records in both scripted and unscripted content.

Steven Silver, Kew Founder and CEO, said, “The addition of Essential to the Kew platform is another step forward in our growth strategy. It expands Kew’s US offering and gives us a first presence in Australia. We anticipate strong revenue synergies coming from Essential’s inclusion for 2019.

Canada, Toronto & USA, Los Angeles, CA

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 Ascential acquires WARC for £24M

ascentialMedia and events business Ascential plc has acquired WARC Limited for an initial cash consideration of £19.5m, plus deferred consideration of £4.5m payable in 2019.  The acquisition is expected to complete on 2 July 2018.

WARC is a digital subscription business that helps brands, agencies and media platforms assess marketing effectiveness across all channels.  It provides information and insight to understand and measure multi-channel advertising effectiveness.  Founded in 1985, the business offers advertising best practice, evidence and insights from the world’s leading brands.  The business employs approximately 90 people with offices in London, Washington DC and Singapore and serves approximately 1,200 customers globally. 

In the year to 31 March 2018 WARC generated unaudited revenue of £10.8m (a growth of 10%) and EBITDA of £2.2m.  Gross assets at 31 March 2018 were £9.6m

Duncan Painter, CEO of Ascential, commented: “Ascential enables its customers to win in the digital economy.  WARC is an important step forward as we continue to grow our digital offering, adding breadth and depth to our marketing proposition.  Alongside Cannes Lions’ The Work, our recent digital product launch, we will now have a digital subscription product of scale encompassing both creative excellence and marketing effectiveness.”

UK, London

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Kew Media Group to acquire Essential Quail Media Group

Kew Media GroupKew Media Group Inc. has agreed to acquire Essential Quail Media Group for an initial purchase price of AUD$32.8 million (C$31.9 million based on the current CAD/AUD FX rate of approximately 0.972), comprised of AUD$20.0 million (C$19.4 million) in cash and AUD$12.8 million (C$12.4 million) in Class B shares of KEW valued at C$10.00 per share.

EQ Media combines several entities with aggregate pro forma revenue of over AUD$60 million (C$58 million). The initial purchase price represents a transaction multiple of approximately 3.2x EQ Media’s estimated Adjusted EBITDA of AUD$10.2 million (C$9.9 million) for its fiscal year ending June 30, 2018. The cash portion of the initial purchase price will be funded through cash on hand and KEW’s credit facilities. The vendors may receive additional consideration in the future, conditional upon EQ Media meeting certain financial targets and other tests, which are described below.

EQ Media is a leading independent producer of high quality content for international audiences operating from offices in Los Angeles and Dallas-Fort Worth in the U.S. and Sydney, Australia. EQ Media produces content in a variety of genres, particularly non-scripted television series, for broadcast customers worldwide. Buyers of EQ Media’s programming include DIY, HGTV, Cooking Channel, Animal Planet, ABC Australia, SBS, Foxtel Networks 7, 9 & 10, BBC, National Geographic, PBS, Discovery, Sundance, History Channel, Arte, Netflix and Fox Network. EQ Media also has a longstanding relationship with Scripps Networks (now part of Discovery Inc.), producing more than a dozen full series orders and pilots together.

Steven Silver, KEW Founder & CEO, said, “EQ Media is an exciting addition to the KEW group and the transaction purchase price is an attractive valuation for such a prominent content producer. We expect the acquisition to be immediately accretive to earnings and to free cash flow. In addition, we expect to generate meaningful synergies from the sale of additional EQ Media content through KEW’s global distribution platform.”

Canada, Toronto & USA, Los Angeles, CA

Byron Allen’s Entertainment Studios Inc. acquires The Weather Channel

Entertainment StudiosEntertainment Studios, one of the largest independent producers and distributors of film and television with nearly 160 million aggregate subscribers across the US, has acquired The Weather Group, parent company of The Weather Channel television network and Local Now streaming service. Byron Allen, founder and owner of Entertainment Studios, purchased the Weather Group through his company, Allen Media LLC, from The Blackstone Group, Bain Capital, and Comcast/NBC Universal.

The Weather Channel is one of the largest cable television networks not owned by a major conglomerate and is the nation’s only 24-hour source of national storm coverage. Harris Poll has ranked The Weather Channel as the “TV News Brand of the Year” for eight years in a row. The network recently launched a community platform, weloveweather.tv, to create a two-way dialogue with fans.

Allen said, “The Weather Channel is one of the most trusted and extremely important cable networks, with information vitally important to the safety and protection of our lives. We welcome The Weather Channel, which has been seen in American households for nearly four decades, to our cable television networks division. The acquisition of The Weather Channel is strategic, as we begin our process of investing billions of dollars over the next five years to acquire some of the best media assets around the world.”

USA, Los Angeles, CA & Atlanta, GA

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