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Next Fifteen Communications Acquires UK Digital Innovation Agency Brandwidth
Tuesday 13 February 2018

13 February 2018 - UK-based digital communications group Next Fifteen Communications Plc (LSE: NFC) has closed the acquisition of the entire issued share capital of UK based digital innovation agency Brandwidth Group Ltd., the group said.

The initial consideration for the acquisition is GBP 6.2m (USD 8.62m), which will be settled with GBP 4.9m of cash and the issue of 292,235 new ordinary shares in Next 15.

Further deferred consideration may be payable in September 2018 of up to GBP 3.3m and April 2020 of up to GBP 0.8m based on the EBIT performance of Brandwidth in the year ending 30 June 2018.

The maximum total consideration of GBP10.3m represents a 5.5x multiple of Brandwidth's adjusted EBIT in the year ended 30 June 2017. The acquisition is expected to be earnings enhancing for Next 15 in the year to 31 January 2019.

For the year ended 30 June 2017, Brandwidth reported adjusted net revenues of GBP 7.3m, adjusted EBIT of GBP1.9 m and adjusted profit before tax of GBP 1.9m.

The joint CEOs, Phil Goodman and Jason Jones, and the chairman, Andrew Strange, will continue to lead the business which includes clients such as Toyota, Royal Caribbean, Citroen, Kia and Vodafone.

Application has been made to the London Stock Exchange for the new ordinary shares in Next 15 to be admitted to AIM and it is expected that admission will take place on 12 February 2018.

The new ordinary shares will rank pari passu with the existing ordinary shares, including the right to receive all dividends declared, made or paid hereafter.

Following the issue and allotment of the new ordinary shares, the company will have 75,997,585 ordinary shares in issue. No ordinary shares are held in treasury.
Details
Date Published: 13/02/2018
Target: Brandwidth Group
Country: UK
Deal Size: 8.62m (USD)
Sector: Advertising/PR
Type: Corporate acquisition
Financing: Cash and Stock
Status: Closed
Vendor:
Buyer: Next Fifteen Communications
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