Stratmin Global Resources Regulatory News (STGR)

24 May 2006 07:02

Interactive Prospect TargetingHdgs24 May 2006 For release 07.00am 24 May 2006 Interactive Prospect Targeting Holdings plc ("IPT") Acquisition in France of Directinet SA (Directinet) and Placing IPT (IPH.L), the UK's leading online direct marketing company, is pleased toannounce it has agreed to acquire the entire issued share capital of Directinetfor a maximum consideration of €33.0 m (approx. £22.5m). IPT has agreed to pay an initial consideration of €24.5m (approx. £16.7m) ofwhich €16.2m (approx. £11.0m) will be satisfied by the issue of 5,376,243ordinary shares in IPT which are being placed by Canaccord Adams Limited at aprice of 205p with institutional investors (the "Vendor Placing") and €8.3m(approx £5.7m) will be satisfied by the issue of 2,820,172 consideration sharesin IPT at a deemed issue price of 202p which will be retained by the Vendors. In addition IPT has agreed to pay a maximum deferred consideration of €8.5m(approx £5.8m) to the management vendors based on achieving certain financialtargets for the years ended 31 December 2006, 2007 and 2008 Completion isexpected to occur on 30 May 2006. This deferred consideration will be satisfiedby a combination of cash and shares (50:50), with the shares to be issued at thetrailing 5 day average market price just prior to the time of issue. Directinet is the leader in online direct marketing services in France. TheFrench and UK markets together account for some 64% of the total spend on onlineadvertising spend across Europe and both markets continue to grow rapidly.Together with IPT's leading position in the UK market the combined group will bethe most important operator in its area in Europe, uniquely well positioned tolead the provision of the most innovative, up to date techniques of data captureand exploitation. It will create Europe's largest multi-channel customeracquisition marketing company, providing direct marketing campaigns acrossemail, SMS, mail and telephone media. Many of the programmes and sites providedby IPT in the UK can be rapidly rolled out into France enhancing the Directinetoperating model and leading to synergistic benefits. The acquisition is the first by IPT in Europe and its largest to date. It isexpected to be earnings enhancing in the first full year of ownership. Commenting Lionel Thain, CEO, IPT said: "Directinet has a very favourableoutlook, given a booming market and a strong brand profile. It is both a pioneerand a clear leader in the field of email marketing and its future strategy isbased upon the broadening of its offer towards the customer loyalty emailingmarket and developing its business abroad." He added; "Together our twobusinesses will offer an unrivalled suite of digital direct marketing servicesacross Europe." Directinet, founded in 2000, services 300 blue chip clients from a wide range ofindustries. These include BNP Paribas, Swiss life, Credit Agricole,lastminute.com, Intermarche, Peugeot, Honda, Renault, Toyota, Ford, PMU,Alitalia, Le Monde, Le Figaro, Elle, Telecom Italia, SFR, AOL, Gaz de France,Publicis Groupe, Carat, SCA, Procter & Gamble, Fiat, Sony and Unilever. IPT, founded in 1999, has over 750 blue chip clients, with over 11 millionregistered users. Its clients include Cahoot; FilmFour; B&Q; Britannia; AmericanExpress; Guinness; Ocado; BMI; Kodak; Citroen; Dell; Yell.com; Littlewoods;Nestle; The Open University; Tesco; Tiscali; Sky; Dixons; Cadbury; Jaguar;Virgin Wines; Abbey; AA; The Co-operative Bank; Scottish Power; Sainsbury's; TheFamous Grouse; RAC; Alliance & Leicester; Panasonic; British Gas;lastminute.com; Lloyds TSB; Norwich Union. IPT also managed client databases forDial-a-Phone, the RAC, Lloyds TSB, Kuoni Travel, Ebookers, Universal Group andBCA. Placing IPT also announces that Canaccord Adams Limited has placed 5,609,757 newordinary shares at 205p to raise £11.5m. As described above, 5,376,243 newordinary shares have been placed on behalf of the Vendors with an additional233,514 new ordinary shares being placed on behalf of the Company. Applicationfor admission for trading on AIM for the Placing Shares has been made andtrading in the Placing Shares is expected to occur on or around 25th May 2006.The Placing Shares will rank pari passu in all respects with the existingOrdinary Shares of the company. Commenting on the placing, Lionel Thain, said: "The board considers the placingand acquisition to be a further step in the continued development of IPT and isdelighted with the response by institutions to the placing. We look forward tocreating value for our new and existing shareholders." Directinet Since the financial year ended 31st December 2002 Directinet has produced strongfinancial growth and operating profitability. Revenue has increased successively for the past three years from €1.9m in 2002to €7.7m for 2005, a compound sales growth of 58% per annum. EBITDA has grownfrom €0.2m in 2003 to €1.4m for 2005. Directinet is present at every stage of a customer acquisition campaign, beingcapable of managing an entire emailing marketing campaign on behalf of itsclients, adding value at every stage. This includes: analytical targeting, fileselection, campaign planning, channel selection, operational campaignmanagement, results analysis and future recommendations. Directinet's unique multichannel offer provides the widest range of opt-in filesavailable on the French market. This includes 14.1m opt-in emails, 24.2m postaladdresses, 13.5m telephone numbers, 3.6m opt-in mobile numbers and 150 selectioncriteria. Directinet operates in the fast growing market of acquisition email marketing,which is estimated to have grown by 44% in 2004 and by 118% in 2005 according toSNCD/TNS Media Intelligence. Directinet currently has over 50 employees. The five founders, Jerome Stioui,Chairman and CEO, Nicholas Klain, CFO and Data Production Director, PatrickMareuil, Statistics and Research Director, Jeremie Mani, Web MarketingProduction and Key Accounts Director, and Philippe Leclercq, Customer Relationsand Commercial Director, all of whom were students together at HEC Ecole desHautes Etudes Commerciales , will remain with the enlarged group. Commenting, Mr. Stioui said: "Directinet and IPT are both market leadingcompanies in their territories. We are delighted to form part of an enlargedgroup with a shared strategy of becoming the clear leader in email marketingservices in Europe." ENDS - For further information: Interactive Prospect Targeting Holdings Plc 020 7932 4100 www.ipt-ltd.co.uk Lionel Thain, Chief Executive Officer Eoin Ryan, Finance Director Canaccord Adams Ltd Mark Williams 020 7518 2777 020 7518 7343 Clayton Bush 020 7518 2792 Media enquiries to: Parkgreen Communications Limited Chris Steele 07979 604 687 ) 020 7786 9600 Annabel Loveluck 07817 729 778 ) This information is provided by RNS The company news service from the London Stock Exchange