7th Nov 2005 07:00
Media Square PLC07 November 2005 For Immediate Release 7 November 2005 MEDIA SQUARE PLC ("Media Square") Acquisition Completion Media Square plc (AIM: MSQ), the marketing services and marketing communicationsgroup, is pleased to announce that it has formally completed the acquisition ofthe Marketing Services Group from Huntsworth plc ("the Acquisition") for aconsideration of £63 million, as approved by shareholders at the ExtraordinaryGeneral Meeting held on Monday 31 October 2005. Highlights of the Acquisition: • Following the Acquisition, Media Square will be the 5th largest UK-basedquoted marketing communications and marketing services company with pro formasales of circa £200 million, more than 2,500 clients, some 1,700 employees andoperations spanning Europe, the Far East, Africa and the US • The consideration of £63 million was satisfied by the issue of 120,000,000Vendor Placing Shares at 25p per share, raising £30 million gross and thebalance from an acquisition finance facility of up to £38.75 million provided byHBOS • The Acquisition includes some of the UK's leading specialist brandsincluding: Dynamo Group (sales promotion and promotion marketing), InceptaMarketing Intelligence (qualitative and quantitative market research), InceptaOnline (online advertising, marketing and rich-media delivery technology), TheGate Worldwide (specialist financial advertising), Citigate SEA (marketing),Citigate Smarts (UK regional agency), and Finex/SBG (direct marketing and salespromotion) • The Directors believe that the historically stable revenue stream of theMarketing Services Group will provide Media Square with a smoother earningsprofile and provides a step change in Media Square's business • Media Square's strategy is to improve the margins and profitability of theenlarged group through the re-incentivisation and re-invigoration of theacquired brands • Media Square will benefit from not having any earn out obligations inrelation to the Acquisition • Following the admission of 120,000,000 Vendor Placing Shares at 25 pence pershare and the re-admission of 205,276,253 existing ordinary shares to trading onthe Alternative Investment Market on Friday, 4 November 2005, Media Square has325,276,253 shares in issue. • Following the acquisition Media Square plans to change its accountingreference date from 31st October to 28th February. A second Interim Report, forthe six months to 31 October 2005, will be issued in January 2006. Commenting on the Acquisition, Jeremy Middleton, Chief Executive of MediaSquare, said: "The Acquisition marks another significant step in Media Square's stated aim ofbecoming a leading marketing services and marketing communications group. Theacquisition of the Marketing Services Group is accretive* to Media Squareshareholders and, as a larger and focused marketing services and communicationsgroup, the Board is committed to delivering considerable value to its existingand new shareholders through implementing its proven strategy over the comingyears." For further information, please contact: Media Square plcJeremy Middleton, Chief ExecutiveM: 07889 206 155 e-mail: [email protected] Burns, Finance DirectorM: 07775 854 516 e-mail: [email protected] Baud, Head ofCommunicationsM: 07775 715 775 e-mail: [email protected] Buchanan CommunicationsBobby MorseT: 0207 466 5000 e-mail: [email protected] PoddaT: 0207 466 5000 e-mail: [email protected] Collins Stewart Chris Wells e-mail: [email protected]: 0207 523 8350 Collins Stewart Limited, which is regulated by the Financial Services Authority,is acting as Nominated Adviser and Broker exclusively for the Company inconnection with the arrangements described in this announcement, is not actingfor any other person and will not be responsible to any other person forproviding the protections afforded to customers of Collins Stewart Limited, orfor advising any other person in connection with the arrangements described inthis announcement. The responsibilities of Collins Stewart Limited, as NominatedAdviser, are owed solely to the London Stock Exchange. This announcement does not constitute an offer to sell or invitation to purchaseor subscribe for any securities. * Note: This statement should not be interpreted to mean the future earnings pershare of Media Square, following completion of the Acquisition and the Placing,would necessarily match or exceed the historical earnings per share of MediaSquare. For these purposes earnings per share is measured before goodwillamortisation and exceptional items. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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