Conduit Hldg Regulatory News (CRE)

28 November 2012

Creston plc

('Creston' or 'the Group')

Acquisition of DJM Digital Solutions Ltd

Creston plc ('Creston' or 'the Group'), the Insight and Communications group, today announces the acquisition of 75 per cent of the share capital of DJM Digital Solutions Ltd ('DJM'), a UK-based digital healthcare agency.

On completion, an initial cash consideration payment of £1.2 million will be payable and net current assets of £0.3 million will be retained within DJM. There will be a final cash consideration payment for the 75 per cent holding, based on average profit before interest and tax from completion to March 2015 of up to £1.8 million which will be payable in June 2015. From April 2018 onwards the minority shareholders in DJM will have a request to put option and from April 2020 onwards Creston will have a call option, both options are for the remaining 25 per cent of DJM for a maximum consideration of £2.4 million.

This acquisition is in line with the Group's strategy to establish itself as one of the leaders in providing digital marketing services to clients and also supports the continued growth of its Health division, which is increasingly seeing more demand from clients for digital services.

Creston's Health division and DJM have had a successful trading relationship for the past year and already have many clients in common (including AstraZeneca, Abbott and Takeda) at a UK, European and global level. Recent collaborations between DJM and Creston Health have already led to new client work with Leo Pharma, UCB and Pfizer.

Based in Richmond, Surrey, and founded in 2001 with the aim of creating cutting edge digital technology solutions for the healthcare and pharmaceutical industries, DJM now employs 26 highly-skilled professionals with a broad spectrum of capabilities. Providing innovative creative, technology and digital solutions, it helps clients engage with their audiences using the most advanced communications platforms.

Following the acquisition, which will be marginally earnings enhancing in this financial year, the Group will continue to benefit from the experience and expertise of DJM's founder, Dominic Marchant who will remain as Managing Director.

For the financial year ended 31 July 2012, DJM's unaudited statutory accounts reported revenues of £0.6 million and a pro-forma profit before taxation of £0.2 million, including a normalised shareholder Managing Director salary. As at 31 July 2012 DJM had net assets of £0.5 million.

Commenting on the acquisition, Don Elgie, Group Chief Executive of Creston plc, said: "The healthcare industry has historically been very cautious about the use of digital marketing in light of the tight regulatory environment in which it operates. However, the rapid uptake of smartphones and tablets among physicians is revolutionising work practices and the pharmaceutical industry is having to adapt its marketing communications accordingly.

"In the UK, in an industry where digital has been adopted quite late compared to other business sectors, DJM is one of the largest and most respected independent digital healthcare agencies. Working with our other health companies, as part of Creston Health, we are confident that DJM will facilitate the continued growth of the division as digital becomes an ever-more significant element of our clients' and prospective clients' briefs."

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About Creston plc

Creston plc (LSE: CRE) is a marketing services company focused on insight-led communications. The Group delivers a range of marketing services, including advertising, brand consultancy, CRM, digital and direct marketing, health communications, local marketing, market research, PR and social media marketing to a broad spectrum of blue-chip global clients. Our insight companies give us a real edge, providing the analytic intelligence to enable us to truly understand, influence and inspire consumers and it's that insight-led intelligence that drives our creativity. www.creston.com