Acquisition of April-Six
Second major acquisition this week adds IT sector expertise
16th March 2007
themission®, the national marketing communications and advertising group, announced today that it has acquired April-Six Limited ("April-Six"), a leading marketing agency specialising in the global IT sector. This is the second major acquisition that the Company has completed in the past 72 hours and is consistent with its strategy of making selective acquisitions with strong positions in dynamic growth sectors.
April-Six provides consultancy, marketing and communications services to some of the world's largest software, OEM, reseller and telecoms companies, creating marketing communications programmes for professional (B2B) audiences across UK, EMEA and global markets.
themission® has acquired the entire issued share capital of April-Six for an initial consideration of £9.55m consisting of initial cash consideration of £5.73m and the issue of 2,946,751 shares in the Company issued at 129.58 pence per share. A further potential payment of up to a maximum £9.45m is due in 2010, subject to April-Six meeting challenging performance criteria based on its pre tax profit performance over three years. This final payment is payable in cash or up to 50% in shares, at the Company's option. The total consideration for April-Six is capped at £19.0m. The April-Six shareholders will be paid additional cash consideration equal to the amount by which the acquired net assets at completion exceed £0.6m. The financing has been provided through a flexible funding package provided by The Royal Bank of Scotland ("RBS").
April-Six audited accounts for seven months ended 31 December 2006 recorded profit before interest and tax of £0.69m on turnover of £3.05m. As at 31 December 2006 April-Six had audited total net assets of £1.36m. April Six will benefit from being part of themission®'s enlarged network and as a result the acquisition is expected to be earnings enhancing in the first full year of ownership.
April-Six was established by founding partners Steve Crowther and Fiona Shepherd in 2000 and currently employs 54 staff who will all join themission®. April-Six provides specialist marketing consultancy, integrated marketing communications, digital, technical and other services for its clients. These clients include some of the world's leading IT sector players and in servicing these global clients, the company benefits from its GMT time zone location, operating from offices near Harefield, Middlesex.
With the support of themission® the company is well placed to expand its offering through collaboration with other Group agencies specialising in areas such as Learning and Events. The additional scale provided by themission® also helps underpin April-Six's expansion into ever larger assignments.
Iain Ferguson, Chief Executive of themission®, said:
"April-Six is one of the UK's leading specialist IT sector agencies. The agency has established an international reputation and proven track record for delivering creative and highly effective business marketing programmes across cultures, at speed and on budget. Their can-do philosophy, their strong 'get it right' culture, and their great commercial performance has helped them build long-term, blue chip client relationships.
"IT is another one of the sector winners we have identified which have super strong fundamentals, significant potential for growth and offer scope for layering new services.
"Following the announcement on Wednesday this week of the acquisition of BDW and as demonstrated by the acquisition last year of Bray Leino, themission®'s strategy of growth through selective acquisitions brings benefits to our clients and their business. The benefits of our acquisition of Bray Leino in April 2006 are already clearly evident and further reinforce our confidence in our strategy to build a leading national marketing communications group."
Fiona Shepherd, Managing Partner of April-Six, said:
"Being part of this young, energetic yet experienced group will give us a new platform for building our global offering.
"Joining with themission® provides us with an ideal partner to help us develop our business even further, and to offer additional services to those of our clients who have other specialist needs.
"Our clients can be assured that the service and performance they expect from April-Six will continue. One of our primary concerns was to join a group that encouraged the continuation and further development of our own culture and client-service mindset."
The Company will make application for the 2,946,751 new ordinary shares to be issued to be admitted to trading on AIM, and their admission to AIM is expected to take effect on 21st March 2007.
Results International advised April-Six on the transaction.
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