Time Out Group plc Acquisition of Leanworks Limited (1094N)
October 21 2016 - 1:00AM
UK Regulatory
TIDMTMO
RNS Number : 1094N
Time Out Group plc
21 October 2016
21 October 2016
Time Out Group plc
("Time Out", the "Company" or the "Group")
Announces acquisition of Leanworks Limited ("YPlan")
Time Out Group plc (AIM: TMO) ("Time Out" or the "Company"), the
global multi-platform media and e-commerce business with food &
cultural markets, is pleased to announce the acquisition of the
entire issued share capital of YPlan (the "Acquisition"), on a debt
free cash free basis.
London-based YPlan is the "mobile-first" events discovery and
booking platform. It offers a mix of event tickets on its app and
website allowing people to discover and book things to do in the
city. Combined with Time Out's high-quality curated content, this
addition will enable the Company's monthly global audience of 137
million to discover, book and share what the world's cities have to
offer - faster, easier and better than ever before.
At the time of its IPO, Time Out stated it would continue to
invest in technology and product to grow e-commerce and expand its
team of engineers. The Acquisition is in line with this strategy as
it will provide the Company with an advanced e-commerce platform
which will accelerate and scale its existing e-commerce business.
The technology will further enable the Company to manage
transactions between consumers and businesses in-house, improving
the user experience. The Acquisition also brings a talented product
development and technology team, with the specific know-how to
drive bookings and optimise the conversion rate of Time Out's
audience.
Since its foundation in 2012, YPlan has invested heavily in the
development of an award-winning e-commerce platform and associated
software for the events industry as well as in customer acquisition
marketing. As a result, in the year to 31 December 2015, being its
last full financial year, YPlan generated a pre-tax loss of
GBP6.2m. Subsequent reductions in its cost base have materially
reduced losses in the current year. Consequently, the transaction
is expected to be mildly dilutive to Time Out's earnings in the
current financial year and broadly neutral in 2017.
Julio Bruno, CEO of Time Out Group plc, commented:
"Developing e-commerce and monetising our audience is an
important element of our ambitious growth strategy. We acquired
YPlan because its advanced technology will significantly accelerate
this strategy. It will enable us to offer our large audience more
online booking opportunities, whilst improving the user
experience.
We look forward to welcoming the highly skilled YPlan employees
to the Time Out team. Together we will be stronger than ever to
bring our customers the capabilities to make the most of the city
and to make Time Out an even better place to discover, book and
share."
Rytis and Viktoras, founders of YPlan, said:
"Today is an exciting day for YPlan as we become part of Time
Out, a global media and entertainment company. Both companies are
an excellent fit.
For us as founders, the acquisition is a natural continuation of
our vision for YPlan: to enable people to discover and do amazing
things, whether in their beloved home cities or while traveling.
We're both very proud to join with our team such an iconic brand
and to be part of Time Out's next chapter."
Key Terms of the Transaction
Under the terms of the Acquisition, all consideration will be
payable in Time Out ordinary shares. 1,166,644 shares will be
issued and payable on completion with a value of GBP1.6 million
based on a share price of GBP1.393 (being the average middle market
price for the 30 days prior to completion). A deferred issue of
ordinary shares with a value of up to GBP0.8 million is payable 12
months after completion subject to no warranty claims being made
under the sale and purchase agreement. Shares issued as deferred
consideration will be calculated with reference to, inter alia, the
prevailing share price. All shares issued under the terms of
Acquisition will be subject to lock up arrangements. Founders and
employees will also participate in the Company's Long Term
Incentive Plan.
Application will be made for 1,166,644 new ordinary shares to be
admitted to trading on AIM and it is expected that admission will
take place on 26 October 2016.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) no 596/2014.
For further information, please contact:
Time Out Group plc Tel: +44 (0)207
813 3000
Julio Bruno, CEO
Richard Boult, CFO
Liberum Capital Limited (Nominated Tel: +44 (0)
Advisor and Broker) 203 100 2222
Steve Pearce / Steven Tredget /
Jill Li
FTI Consulting LLP Tel: +44 (0)
203 727 1000
Edward Bridges / Stephanie Ellis
/ Emma Appleton
Notes to editors
About Time Out Group plc
Time Out is a multi-platform media and e-commerce business with
a global content distribution network comprising magazines, online,
mobile apps, mobile web and physical presence via live events and
Time Out Market. Using these platforms and its well-established
global brand, Time Out seeks to inspire and enable people to
experience the best of a city, through curated content around food,
drink, music, theatre, art, style, travel and entertainment. Time
Out, listed on AIM and headquartered in the United Kingdom, has a
presence in 108 cities and 39 countries with a monthly global
digital audience reach of 137 million.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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