TRMR.L Regulatory News (TRMR)

THE FOLLOWING ANNOUNCEMENT IS BEING MADE PURSUANT TO THE REQUIREMENTS OF RULE 19.6(B) OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"), WHICH, INTER ALIA, SAVE WITH THE CONSENT OF THE PANEL ON TAKEOVERS AND MERGERS, REQUIRES A PARTY TO AN OFFER TO PROMPTLY MAKE AN ANNOUNCEMENT SHOULD IT DECIDE TO TAKE A COURSE OF ACTION DIFFERENT FROM ITS STATED INTENTIONS DURING THE PERIOD OF 12 MONTHS FROM THE END OF THE OFFER PERIOD EXPLAINING ITS REASONS FOR SO DOING.

 04 July 2019

Tremor International Ltd

("Tremor" or the "Group")

Changes to state post-offer intentions with regard to RhythmOne

Tremor International Ltd (AIM: TRMR), a global leader in advertising technologies, announces that further to the completion of its recommended offer for the entire issued and to be issued ordinary share capital of RhythmOne plc ("RhythmOne"), which was effected by way of a scheme of arrangement under Part 26 of the Companies Act 2006 on 01 April 2019 (the "Merger"), its board of directors (the "Board") has undertaken an action which differs from the statements of intent made pursuant to Rules 2.7(c)(iv) and 24.2 of the Code (the "Published Intentions"), as set out in its announcement of 04 February 2019 and the scheme document published on 25 February 2019 (together, the "Offer Documentation").

Action Taken

Further to a detailed review of RhythmOne's operations post completion of the Merger, the Board has identified business functions within RhythmOne that were not operationally efficient. In order to create a lean ROI-driven group to maximise shareholder value the Board has decided to close RhythmOne's Chennai office and certain associated product lines. The remaining products that were ran from the Chennai office have now been consolidated the Group's development office in Tel Aviv in order to increase the development productivity and improve cost efficiency of the Group's R&D function.

The consolidation of the R&D function will also better serve the future development needs of the Group as a whole. 

The integration of RhythmOne is progressing well, with a number of initiatives already implemented, including the integration of Tremor Video and YuMe's respective sales operations in the US. As a result of the rapid progress on the integration of RhythmOne, we now expect to deliver c. $20 million of cost savings and synergy benefits in the current financial year (on an annualised basis) and expect RhythmOne to make a meaningful contribution to the bottom line in the following year.

The Board does not currently intend to make any further material reductions in Group headcount.

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About Tremor International

Tremor International Ltd is a global leader in advertising technologies, operating in more than 70 countries. It has three core divisions: Tremor Video (brand advertising), Taptica (performance advertising) and RhythmOne (media).

Tremor Video helps advertisers deliver impactful brand stories across all screens through the power of creative video intelligence-innovative video technology combined with advanced audience data and captivating creative. Tremor Video is one of the largest and most innovative video advertising companies in North America, with offerings in CTV, influencer marketing, and private marketplaces.

The Taptica performance business is an end-to-end mobile technology advertising platform that helps the world's top brands reach their most valuable users with the widest range of traffic sources available today. Its proprietary technology leverages big data to target quality media at scale. It works with more than 600 advertisers including Amazon, Alibaba, Bytedance, Netmarble, Stubhub and OpenTable.

RhythmOne drives real business outcomes in multiscreen advertising. Its highly-ranked programmatic platform efficiently and effectively delivers performance, quality, and actionable data to demand and supply-focused clients and partners - and its influencer marketing offering fosters action and awareness by connecting brands with influencers who create and distribute branded content to engaged consumers.

Tremor International Ltd is headquartered in Israel and maintains offices throughout the US and Canada, Asia-Pacific, Europe, India, and Latin America, and is traded on the London Stock Exchange (AIM: TRMR).