Next 15, the digital communications group, is pleased to announce the acquisition of the entire issued share capital of Brandwidth Group Limited (“Brandwidth”), a UK based digital innovation agency on 6 February 2018.
The initial consideration for the acquisition is £6.2 million, which will be settled with £4.9 million 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 £3.3 million and April 2020 of up to £0.8 million based on the EBIT performance of Brandwidth in the year ending 30 June 2018. The maximum total consideration of £10.3m 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 £7.3 million, adjusted EBIT of £1.9 million and adjusted profit before tax of £1.9 million.
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.
Tim Dyson, CEO of Next 15, commented: “Brandwidth is a great addition to Next 15. It brings significant digital skills to the Group, in particular we are excited to be able to offer clients its capabilities around the use of voice. We see voice, through platforms such as Google Home and Amazon’s Alexa, as a highly disruptive form of marketing. Their knowledge and experience of working with these technologies are of immense value.”
Jason Jones, CEO of Brandwidth, commented: “We are enormously excited to be joining Next 15. Our visions are entirely aligned, focusing on innovation at the centre of creativity, content, technology and data. This strong alignment, with the acceleration in capabilities that our partnership brings, will enable us to greatly speed our clients’ ambitions to deliver truly connected, next-generation digital interfaces and transformative customer experiences.”
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.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No.596/2014 (“MAR”). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
Next Fifteen Communications Group plc
Tim Dyson, CEO +1 415 350 2801
Investec Bank plc
Keith Anderson / Neil Coleman / Darren Vickers +44 20 7597 5970