The Mission Group Regulatory News (TMG)

19 Dec 2007 12:46

The Mission Marketing Group PLC19 December 2007 19 December 2007 The Mission Marketing Group plc Acquisition of RLA Group provides specialist automotive, retail and media expertise plus expansion into Ireland. Mission enjoys continued strong organic growth in line with Group expectations The Mission Marketing Group plc ("TMMG, themission(R)"), the AIM listed nationalmarketing communications and advertising group, announced today that it hasacquired RLA Group ("RLA"), a leading marketing and communications agency, withoffices in Bournemouth, Belfast and Edinburgh, specialising in on-line andoffline communications and media buying for national and international clients,particularly in the automotive and retail sectors. themission(R) has acquired the entire issued share capital of RLA for aninitial consideration of £9.5m consisting of initial cash/loan notesconsideration of £7.7m and a further £1.8m satisfied by the issue of 1,408,503new ordinary shares in themission(R) issued at 131.725 pence per share. Adeferred initial consideration of up to £2m is payable based on achievingperformance targets to 31 December 2007, £1.2m cash and £0.8m in shares. Thecombined initial and deferred initial consideration of £11.5m is payable if theannualised EBIT for the (period) exceeds £2.5m. This acquisition is expected tobe immediately earnings enhancing on an annualised basis. A further potentialpayment of up to a maximum of £9.5m is due in March 2011, subject to RLA meetingchallenging performance criteria based on its pre-tax profit performance overthe approximately three year period from completion of the acquisition to 31December 2010. This final payment is payable in cash or up to 50% in shares, atthe Company's discretion. However under any scenario, the total considerationfor RLA is capped at £20m plus an amount by which the acquired net assets atcompletion exceed £0.8m. RLA was founded in 1984 and currently employs some 60 staff who will all jointhemission(R). Following a recent period of development, RLA is now a fullservice marketing and communications group. It has built its reputation andsuccess on working closely with major brands to help them communicate aspowerfully and actively as possible through multiple media outlets at anational, regional and local level. This proposition is of particular value toclients with extended, national supply chain and distribution structures. To deliver this, RLA offers a fully integrated model including strategicplanning, creative and production management, detailed local and regional mediaplanning and buying services, a unique digital delivery system, design and printfor literature, Direct Marketing & POS, and ambient and guerilla marketingactivity. These are provided through three office locations and a national fieldforce and an experienced staff base made up of local, national and internationalmarketing experts As a result of this specialist knowledge, RLA has a record ofmaintaining long and successful relationships with its clients which includeDirect Wines, Goodyear Dunlop, Kingfisher plc, Mace, Teleflorist and a number ofcompanies in the Volkswagen Group. RLA audited accounts for the year ended 31 May 2007 recorded profit beforeinterest, tax and amortisation (including certain non-recurring costs) of £1.7mon turnover of £12.8m, however the underlying EBIT after adjustments fornon-recurring costs was £2.1m. As at 31 May 2007 RLA had audited total netassets of £4.1m. The acquisition of RLA continues the successful development of themission(R) andits strategy of acquiring high quality, fast-growing, complementary businessesthat enhance the Group's service offering and extend its geographical footprint. With the support of themission(R) RLA will be well placed to expand its ownservice offering through collaboration with other Group agencies and theadditional scale provided by themission(R) will help underpin RLA to continueits rapid growth. RLA will benefit from access to themission's London, Bristol,Scotland, Middlesex and Midlands locations and to new service capabilities.RLA's presence on the south coast, and in Belfast provides a potential base forother Group agencies with interests in these areas. Iain Ferguson, Chief Executive of themission(R), said: "Our organic growth andmargin performance this year continues to be strong and in line with ourexpectations. RLA is another excellent addition to our Group and adds specialistexpertise in specific industry sectors. Under its CEO Simon Dodd, it hasdeveloped rapidly over the last four years, growing turnover by 110% to become awell tuned, profitable agency with unique know-how and tools in multi-platformmedia planning and buying and a rapidly growing online business. Like our otheragencies RLA has a passion for creative thinking and a determination to focusalways on building its clients' business. RLA will work closely with our otheragencies in expanding our presence in Ireland and in adding new scale to ourGroup's media operations where, along with property, the automotive sector is amajor player." Simon Dodd, CEO of RLA said: "The RLA Group has come a long way in its history and is now positioned to fullymaximize its niche in the market. We believe that themission is the perfectpartner for us. Its appetite for rapid growth, combined with its stable of highquality companies throughout the UK, makes it the ideal place for RLA Group. Wecan't wait to apply our enthusiasm and skills to the group and to benefit fromthe opportunities it can provide." The Company will make application for 1,408,503 new ordinary shares to be issuedto be admitted to trading on AIM, and their admission to AIM is expected to takeeffect on 21 December 2007. Following the admission of the 1,408,503 new ordinary shares, the total numberof ordinary shares in issue, and therefore, the total number of voting rightswill be 33,076,828. Enquiries: Iain Ferguson, Chief Executive 020 7395 7575Tim Alderson, Chief Financial OfficerThe Mission Marketing Group plcCharles Palmer/Nicola Biles 020 7831 3113Financial DynamicsMark Percy 020 7107 8000Seymour Pierce www.themission.co.uk themission(R) is a national marketing communications and advertising group with10 offices across the UK. The Group specialises in providing national andinternational clients with award winning marketing, advertising and businesscommunications. Group members include April-Six, Bray Leino, Big Communications,Fuse Digital, thinkBDW, Story UK and RLA. themission(R) employs over 600 staffnationally and is listed on AIM (TMMG). This information is provided by RNS The company news service from the London Stock Exchange