The Mission Group Regulatory News (TMG)

8th December 2022

The MISSION Group plc

("MISSION" "The Company" or "The Group")

ACQUISITION OF INFLUENCE SPORTS & MEDIA

MISSION Group plc (AIM: TMG), creator of Work That CountsTM, comprising a group of digital marketing and communications Agencies delivering real, sustainable growth for its Clients, is pleased to announce the acquisition of Influence Sports & Media ("Influence"), by its Agency Mongoose, for an initial consideration of £1.5 million.

Headquartered in London and with a strong presence in the US, Influence Sports & Media works with sponsors and brands, rights holders, investors and industry Clients to deliver marketing communications strategies, commercial programs, and actionable market intelligence. The team has extensive and long-standing relationships with leading players in global sport, including Rolex, Mercedes F1, Aramco, Alpine F1, the 37th America's Cup and World Sailing.

In the financial year ended 31 October 2021, Influence reported a gross profit of £1.0 million, pre-tax profits of £0.3 million and, as at 31 October 2021, had net assets of £1,000.

The Acquisition marks the latest step in Mongoose's plans to strengthen and scale its social media and marketing capabilities across the sports and entertainment markets. The Board expects the acquisition to be earnings enhancing with immediate effect.

Terms of the Acquisition

Influence has been acquired for an initial consideration of £1.5 million for the business ("Initial Consideration"). The Initial Consideration is to be satisfied by a cash payment funded through the Group's existing cash resources.

Contingent Consideration

Under the terms of the Acquisition Agreement, deferred consideration is payable, contingent on Influence's financial performance in 2023, 2024 and 2025 ("Contingent Consideration"). The Contingent Consideration is to be satisfied by the issue of new ordinary shares (up to a maximum of 40% at MISSION's discretion) with the balance payable in cash. The cash element is expected to be mostly funded from future cash-flows generated by the enlarged Mongoose Group.

To achieve the maximum total consideration (Initial Consideration plus Contingent Consideration) of £8.0 million, Influence's compound EBITDA growth is required to be 47% and it would need to achieve cumulative EBITDA of £4.8 million in the three years ending 31 December 2025.

Talking of the acquisition, Alistair Watkins, Founder & CEO of Influence Sports & Media, said:

"Over the last 10 years we have continued to build our presence in sport, delivering best-in-class services for leading global brands, teams and properties. Formula 1 and the America's Cup are both key pillars of the agency, and it is a hugely exciting time as both properties are seeing exponential growth and interest around the world. We are delighted to be joining The MISSION Group plc and the newly formed Mongoose Group to drive international opportunities and offer a greater breadth of services for all our clients."

Commenting, James Clifton, Chief Executive Officer of MISSION said:

"In challenging times, MISSION continues to make good progress against our strategic priorities. Our latest investment in our leading entertainment, sports, lifestyle and Marketing agency Mongoose Group, through the acquisition of Influence Sports & Media, is yet another example of our commitment to developing our capabilities and Client servicing offering, ensuring the Group is well placed for long-term growth."

ENDS

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NOTES TO EDITORS

MISSION is a group of digital marketing and communications Agencies. Employing 1,000 people across 27 locations and three continents, the Group successfully combines its diverse expertise to produce Work That CountsTM for our Clients, whatever their ambitions. Creating real standout, sharing real innovation and delivering real business growth for some of the world's biggest brands. www.themission.co.uk

Influence Sports & Media was founded in 2012 by Alistair Watkins. The agency provides commercial, communications and content expertise to brands, teams, athletes, commercial rights holders and governing bodies in the world of sport. For the last decade, Influence Sports & Media has a prestigious record of building long-term relationships with the world's leading companies and sports properties.