Acquisition(s)

ST IVES PLC - Acquisition(s)

PR Newswire

London, May 15

16 May 2013

St Ives plc ("St Ives" or "the Group") is pleased to announce that it has todayacquired Branded3 Search Ltd ("Branded3"), a leading search engine optimisationand digital marketing agency.

The acquisition of Branded3 is a continuation of St Ives' strategy to create acomplementary range of digital and marketing services that will enable theGroup to add further value to existing and new clients.

Established in 2003, Branded3 employs approximately 50 staff, with offices incentral London and Leeds. It has a strong B2C and B2B client base across arange of vertical sectors that includes entertainment, finance, travel andother sectors.

In the financial year ended 31 January 2013, Branded3 generated adjusted*EBITDA of £1.7 million on revenue of £4.1million; gross assets were £3.0million. (* Before items of a one off nature.)

St Ives has agreed to acquire all of the issued share capital of Branded3, on acash and debt free basis, for £10.7million, to be satisfied by approximately £8.6 million in cash and approximately 1.4 million of newly issued St Ivesshares. Further consideration of up to £14.3 million may be payable (to besatisfied approximately 75% in cash and 25% in shares) dependent on incrementalfinancial performance for the years ending 31 January 2014, 2015 and 2016.

Branded3 will operate as a subsidiary of St Ives and will continue to bemanaged from its current locations by its existing management team, whichincludes Vin Chinnaraja and Patrick Altoft, the vendors and co-founders of thebusiness

It is expected that the acquisition will be earnings enhancing in the currentfinancial year.

Patrick Martell, Chief Executive of St Ives, said:

"With the acquisition of Branded3 we are adding significant depth to ourdigital offering and further enhancing the range of marketing services we canprovide for our existing and prospective clients. Our combination of insightled innovation and trusted execution across digital and physical media createsa unique integrated offering in the market, which this acquisition complementswell. I am delighted to welcome the Branded3 team to the Group and look forwardto supporting their growth plans."

Commenting on the acquisition, Branded3's CEO Vin Chinnaraja, said:

"We have achieved another major milestone in our growth plans and becoming partof a synergistic, forward-thinking group where there is huge potential forcollaboration is a real boost for us. I am really looking forward to workingwith the St Ives team to fulfil our ambitious plans."

Director of Search and co-owner of the agency, Patrick Altoft, said:

"Branded3 already has a strong reputation as one of the most respected searchagencies in the UK. With the support from St Ives Group, we can continue togrow both in the UK and internationally by being part of a larger group whilststill retaining our own identity and culture as an independently managedspecialist agency."

For further information please contact:

St Ives plc 020 7928 8844

Patrick Martell, Chief Executive

Matt Armitage, Finance Director

MHP Communications 020 3128 8100

John Olsen / Ian Payne / Giles Robinson