The Marketing Group Bolsters Global Offering with Strategic Aquisition of WBB Group and its Expert Subsidiary Businesses
Published on June 30, 2016
- Acquisition of WBB Group will expand The Marketing Group’s global reach and strengthen current offerings.
- Earnings per share will increase from 10.4 cents to 12.9 cents post acquisition.
- We will be increasing our EBITDA by approximately 50% in exchange for a share capital increase of approximately 25%.
Stockholm, June 30 2016 – The Marketing Group plc, a true 360 digital company, today announces the strategic acquisition of WBB Group, a specialist marketing company, to offer clients a full-service digital marketing and technology solution.
The acquisition brings together The Marketing Group’s existing businesses – Black Marketing, One9Ninety, Nice&Polite and Creative Insurgence – and WBB Groups, two subsidiary businesses – The Lead Generation Company and Rainmakers – as part of The Marketing Group’s unique, agglomeration approach, designed to provide a full spectrum of specialist services and world class talent, to its clients.
The deal to acquire WBB and its subsidiaries was agreed at a strike price of €1.85 per share, with a total value of €7,035,156. Following this acquisition, the total number of Ordinary shares issued by The Marketing Group will increase from 14,410,000 to 18,212,787. This requires the creation of 3,802,787 new ordinary shares, over 60% of which will be subject to a 360-day lockup period.
Under the terms of the new partnership, WBB Group agencies will provide The Marketing Group with a footprint in key new geographies – Australia and New Zealand – and strengthen the existing offering through WBB Groups subsidiary business specialism in strategically important sectors such as lead generation and strategic media planning for digital and video platforms. In line with The Marketing Group’s agglomeration approach, the new partner companies were selected for their robust, profitable business models, complementary market competency and sector knowledge they bring to the table.
Jeremy Harbour, Executive Chairman, The Marketing Group comments, “Our agglomeration model was designed in response to the changing market climate with a single minded purpose – to build a global marketing company that offers smart, profitable businesses access to new markets, new sectors and a network of senior marketing talent whilst retaining full control of their individual companies. We are delighted to welcome WBB Group and its specialist subsidiary companies to the group and look forward to the full-service opportunity they will offer clients and the value added opportunity for our shareholders.”
The new shares will be issued as soon as our share registrar has competed their work in the following days. The Marketing Group will conduct business as usual post acquisition. There will be no new major shareholders (holding in excess of 20% of the company), no material clients or contracts, and no change in the Board of Directors or control of The Marketing Group as a result of this transaction.
|EBITDA (The Marketing Group) for Year ended 31 Dec 2015||€1,559,408
|Post-acquisition EBITDA *||€2,349,875|
|EBITDA (WBB) for Year ended 31 Dec 2016||€790,467|
|Earnings Per Share (Post-acquisition)||12.9 cents|
|Earnings Per Share (Current)||10.4 cents|
*Based on forecast
The table above illustrates an increase in EBITDA and EPS; The deal approximately increases the overall shares in issue by 25%, in exchange for an increase of approximately 50% increase in EBITDA. The turnover and profit contribution will impact the companies consolidated figures from today.
The revised company description will be available on The Marketing Group’s website within the next seven days.
WBB Group Headline Financials
WBB GROUP COMPANIES
LEAD GENERATION COMPANY
Founded by Edward Sedgley and based in Melbourne, Australia, The Lead Generation Company (LGCo) develops, implements and manages phone-based and digital lead generation activities for businesses looking to increase brand awareness and increase new business opportunities. They have over a decade of experience in not only generating quality leads for businesses but also providing complete solutions to enhance your organisations marketing strategies so your message is delivered to the relevant decision makers at the right time.
Founded and run by Managing Director, Marianne Mckenzie, Rainmakers was established in August 1995. Rainmakers is a fully-accredited independent media agency., offering tailored solutions for clients, through maximisation of every dollar assigned to the task across all media. Media includes television, radio, print, digital, out of home and various niche media that we evaluate on a case by case basis. Place-through business is now a major part of Rainmakers and accounts for at times 40% of turnover and, whilst the margins are less than direct business, it provides volume, proving a stronger voice in media owner negotiations and interactions with media suppliers. By growing Television billings, Rainmakers has been able to invest in the full suite of industry software programmes including Nielsen Reserch, Pegasus & TVMap. Rainmakers practises Collective Intelligence.
For more information, please contact
Hannah Middleton, Director and Communications Director
Phone: +65 8193 7625
Jeremy Harbour, Executive Chairman
Phone: +65 8661 1776
The Marketing Group in brief
The Marketing Group plc was incorporated in May 2015 with the purpose of gathering successful marketing businesses under one roof. During the first quarter of 2016, the Company acquired four companies within the marketing sector; One9Ninety (social media), Black Marketing (LinkedIn marketing), Nice & Polite (creative content) and Creative Insurgence (brand activation). The Company comprises a series of independent marketing teams, each with specific expertise and innovative services. The consolidated group supports the subsidiaries with management and coordinating activities as well as a common operating platform. For more information, please visit the Company’s website www.tmg-plc.com. The Company’s share is listed on Nasdaq First North Stockholm from 8 June 2016 and Mangold Fondkommission AB, +46 8-5030 15 50, is the Company’s Certified Adviser and liquidity provider.
The shares covered by the Offering are not intended for persons who are residents of the United States of America, Australia, Hong Kong, Japan, Canada, Switzerland, Singapore, South Africa, New Zealand or in any other jurisdiction in which participation would require a prospectus, registration or other measures than those that follow from Swedish law. The press release may consequently not be distributed within or to any country or any jurisdiction in which distribution or the offering requires such measures or contravenes the rules of such a country or such jurisdiction.
The information contained herein shall not constitute an offer of, or invitation to purchase any securities in any jurisdiction. This press release is not a prospectus and does not constitute any offer, invitation or investment advice to subscribe for or purchase securities. Investors should not subscribe for or purchase any securities or make any investment decisions referred to herein except on the basis of information contained in the investor memorandum issued The Marketing Group.
Jeremy Harbour and Callum Laing abstained from voting on the acquisition due to a commercial conflict of interests; James Downton and Charles Bartholomew abstained from voting due to a management conflict of interests, the vote to acquire WBB was carried by the remainder of the board unanimously.