13th Apr 2006 07:02
Incisive Media PLC13 April 2006 Not for release, publication or distribution, in whole or in part, in or intothe United States, Canada, Australia, Ireland or Japan. 13 April 2006 INCISIVE MEDIA PLC Incisive Media, a leading provider of business information, is pleased toannounce it has agreed (subject to shareholder approval) to acquire the entireshare capital of CIFT Limited ('CIFT') for an initial consideration of £3million, and deferred earnout consideration capped at £9 million payable overthree years, subject to certain performance targets. As Stuart Stradling, a director of Incisive Media, is also a shareholder inCIFT, the acquisition is conditional on the approval of shareholders of IncisiveMedia in general meeting. It is expected that the notice of general meetingwill be despatched to Incisive Media shareholders later today. It is expectedthat completion (if such approval is given) will occur on 5 May 2006. CIFT is a provider of high-end, quality financial training services to banks,fund management companies, other financial institutions and corporates. Thecompany offers e-learning and bespoke in-house training in the areas of capitalmarkets, derivatives, risk management, corporate finance, investment managementand operations and compliance. CIFT is based in London and has a presence in thekey financial centres of New York and Frankfurt. Five years ago CIFT launchedits e-learning application which was built and developed out of its operation inIndia. The initial consideration payable at completion will be satisfied as to£2,359,541 in cash and £640,459 in 4.85% fixed rate guaranteed loan notes issuedby Incisive Media. The Acquisition will be funded out of an increased debtfacility with Incisive Media's bankers, the Royal Bank of Scotland plc. The deferred consideration, up to a maximum of £9 million, will be calculated byreference to the EBITA of CIFT for the period from 1 November 2005 to 31December 2006, and EBITA for each of the two subsequent financial years ending31 December 2007 and 2008. Any further consideration due will be settled infloating rate guaranteed loan notes issued by Incisive Media. The principals ofCIFT, Veronika Guggenbichler and Elisabeth Keck, will remain directors andemployees of CIFT. Veronika and Elisabeth have over 12 years experience in thefinancial training industry. They founded CIFT 8 years ago and prior to CIFTworked for international training companies. In the year ended 31 October 2005, CIFT made a profit before tax of £203,000from turnover of £2,100,000. As at 31 October 2005, CIFT had gross assets of£782,000 and net assets of £403,000. Tim Weller, Chief Executive of Incisive Media, said: 'CIFT is a reputablecompany with a strong brand and content in e-learning and traditional training.I am delighted with this acquisition which takes Incisive Media into theexciting area of interactive training. The acquisition brings valuablee-learning content which we will promote within our Risk Management division andleverage their experience across Incisive Media's other vertical markets.' CIFT founders, Veronika Guggenbichler and Elisabeth Keck, said: 'Incisive Mediaprovides a perfect global platform for the development of our interactive andtraditional training business in all of our key markets, as well as giving usentry into important new ones. We believe the acquisition by Incisive Media willaccelerate our growth.' The Directors believe the acquisition is expected to make a modest positivecontribution to earnings in the first full year following acquisition. END For further information please contact: Anthony Peregrine Direct: +44 (0) 20 7978 6052Payne Communications Mobile: +44 (0) 7930 643 983 Gen: +44 (0) 870 800 5276 [email protected] Tim Weller Chief Executive +44 (0) 20 7484 9970 Incisive Media PLC [email protected] www.incisivemedia.com Keith Investec +44 (0) 20 7597 5970AndersonRupertKrefting Notes to Editors: Incisive Media is a fast growing specialist business information provideroperating in four markets: financial services, risk management, professionalservices and marketing services. The Company delivers key information to definedtarget audiences across a variety of platforms in print, through magazines; inperson via conferences, exhibitions and training programmes; and online throughits various websites. Incisive Media's market leading brands include InvestmentWeek, Post Magazine, Risk, UNQUOTE, and Legal Week . This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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