The Marketing Group Plc Acquires Vodrum in Line With Ambitious Expansion Plans

Published on August 22, 2016

The Marketing Group Plc Acquires Vodrum in Line With Ambitious Expansion Plans
  • Acquisition of VODRUM Ltd is further proof of The Marketing Group plc’s commitment to ground-breaking expansion plans.
  • Subsidiary companies, The Brand Theatre, Channelzero, Ranieri and Slingshot Sponsorship bolster The Marketing Group’s collective expertise and credentials across key geographies and digital marketing specialisms.
  • Earnings per share jump 9.75% as EBITDA breaks through the 11 million Euro mark.
  • EBITDA will increase by approximately 16.2% in exchange for a share capital increase of approximately 6.09%.

 

Stockholm, August 22nd, 2016 – THE MARKETING GROUP PLC, a 360 digital company, today announces the strategic acquisition of Vodrum Ltd and its subsidiary businesses in a move designed to further bolster the overall expertise of the group in key markets. Vodrum subsidiary companies include:

The Brand Theatre is a Singapore based, global brand consultancy that offers end-to-end branding solutions for various organisations from B2B, B2C, and government that range in size from niche to multinational companies. It brings a wealth of brand experience and global clients to the group.

Channelzero is a creative brand agency that provides high-level strategic thinking and creativity to global brands. Based in Sydney, Channelzero is the only marketing business in Australia that directly connects brands to grocery buyers with an end-to-end solution that includes packaging and positioning and sales and supply chain management alongside core creative brand strategy.

Ranieri is a PR and social media agency with a focus on consumer technology. As a specialist in this sector, Ranieri offers global communications solutions to blue chip and start up brands.

Slingshot Sponsorship is a new style of strategic branding agency that delivers partnership platforms to attract global brands. Headquartered in London, and with offices in Singapore, Brazil and Oslo, the business has a portfolio of clients that range from grass roots charities, to leading FTSE 100 companies to global music artists.

Joining The Marketing Group plc will give Vodrum subsidiary businesses access to global reach and the full suite of digital marketing capabilities including some of the best talent in the businesses.

Jeremy Harbour, Executive Chairman, The Marketing Group plc comments, “There is a huge opportunity for The Marketing Group to make an impact in the space between brands and niche, specialist marketing agencies. Vodrum brings another suite of unparalleled talent to The Marketing Group as we continue to forge ahead with our ambitious acquisition plans.”

The deal to acquire Vodrum Ltd and its subsidiaries was agreed at a strike price of EUR 7.65 per share (based on a 10 day volume weighted average price), with a total value of 13,700,000 Euros. Following this acquisition, the total number of Ordinary shares issued by The Marketing Group will increase from 29,420,307 to 31,211,157. This requires the creation of 1,790,850 new ordinary shares, over 89% of which will be subject to a 360-day lockup period.

 

Financials *

EBITDA (The Marketing Group) for Year ending 2016€9,521,885
EBITDA (Vodrum) for Year ending 2016€1,542,499
Post-acquisition EBITDA€11,064,384
Earnings Per Share (Current) 32.3 cents
Earnings Per Share (Post-acquisition) 35.45 cents
% EBITDA Increase16.2%
% Share cap increase6.09%
% EPS Increase9.75%

*Based on forecast

VODRUM Ltd Group Headline Financials

 201520152016E2016E
CompanyT/OEBITDAT/OEBITDA
The Brand Theatre€769,316€385,788€1,148,044€609,071
Channelzero€2,714,367€177,767€3,808,657€402,059
Ranieri Public Relations€1,056,946€147,943€1,184,009€208,672
Slingshot Sponsorship€472,271€71,595€776,895€322,697
TOTAL€5,012,900€783,094€6,917,606€1,542,499

 

RELATED PARTY TRANSACTION

 

This acquisition is classified as a related party transaction as commercial entities in which Unity Group and it’s connected partner companies have an interest in who have provided financial support and services to Vodrum Ltd. As a result, entities that Chairman, Jeremy Harbour is connected with will receive a total of 349,951 shares as part of this transaction and a commercial entity that Director Callum Laing discharges managerial responsibility for will receive 260,085 shares. These shares are 100% locked up. Due to this conflict of interest, both Jeremy and Callum abstained from the vote to acquire Vodrum Limited. There are no materially declarable new clients, shareholders or suppliers as a result of the transaction.

 

On 26 July 2016, The Marketing Group’s creative content agency Nice&Polite announced the tactical acquisition of Digital Virtue and VOQS Limited with a total of 52,771 new ordinary shares. As the forex exchange rate was not taken into account, an additional 8,306 number of shares at a strike price of 4.15 Euros per share will be created to make up for it. This brings the new number of total shares in The Marketing Group post Vodrum acquisition to 31,219,463.

 

VODRUM GROUP COMPANIES

 

The Brand Theatre. Singapore. The Brand Theatre Worldwide group is a brand consultancy. The Brand Theatre offers end-to-end, branding solutions, for various organisations, from B2C, B2B, government, with size ranging from SME to global and multinational companies.  Clients include: EOP21, Leacov, Unipro, CIAP Architecture, Beirut Grill, Face Bistro, Adventus, Credit Xtra, BOCA Asia and JBS Audit (FKA Shanker Ayer).

 

Channelzero. Sydney. Is a full service creative agency that offers creative strategy and solutions to global brands.  Their sales focused approach is designed to deliver results and differentiate from other companies in the market. Clients include: RFGA Management Pty Ltd, CONAIR, Nestle Australia, Sanitarium, News Local, Ivy College, Adrenaline and Sanity.

 

Ranieri.  London.  A PR and social media agency that specialises in consumer technology and delivers tailored campaigns. Ranieri works with companies from across the UK, as well as around the globe. In addition, the company’s international network of PR partners enables Ranieri to provide fully integrated campaigns in a number of countries.  Clients include: Yubl, Provocraft, Strax, Harmon Kardon, Gibson, Venturer, Seek Thermal, Libratone, Viewquest and Misfit.

 

Slingshot Sponsorship. London. Singapore. Brazil. Oslo. Slingshot Sponsorship helps some of the worlds most forward thinking organisations create sustainable sponsorship platforms that attract global brands. Slingshot Sponsorship is not industry specific, enabling individual to tap into best practice across all sectors including media, events, festivals, sports and charities. Clients include:  Bloodhound, GB TK, NHS, Outlook, Silverpop, Snozone, Terracotta, Wales Rally GB, What Car and Umusic.

 

 

For more information, please contact

Hannah Middleton, Director and Communications Director
Phone: +65 8193 7625
E-mail: hannah.middleton@tmg-plc.com

Jeremy Harbour, Executive Chairman
Phone: +65 8661 1776
E-mail: jeremy.harbour@tmg-plc.com

 

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. 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.

ENDS