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Incisive News
Acquisition of AVCJ Group Limited by Incisive Media Plc
- 16 Jun 2006Not for release, publication or distribution, in whole or in part, in or into
the United States, Canada, Australia, Ireland or Japan.
Incisive Media plc, a leading provider of business information, is pleased to
announce it has agreed to acquire the entire share capital of AVCJ Group Limited
('AVCJ') for an initial consideration of US$6 million (£3.2 million), and
deferred earnout consideration capped at US$9 million (£4.9 million) payable
over three years, subject to certain performance targets.
AVCJ, a Hong Kong based company, is a provider of information to operators in
the Asian venture capital, private equity and mergers and acquisitions markets,
providing detailed data, analysis and networking opportunities to its
subscribers and conference attendees. AVCJ offers a broad array of services
including: conferences; magazines; directory-based products and research; and
data-analysis. AVCJ organises 8-10 conferences a year which are held in the
following locations: Hong Kong, Beijing, Dubai, Tokyo, Mumbai, Sydney, London,
Shanghai, Silicon Valley, and Chicago. AVCJ publishes Asian Venture Capital
Journal, M&A Asia and Private Equity Asia as well as a Chinese language version
of Asian Venture Capital Journal.
The initial consideration payable at completion will be satisfied as to US$3
million in cash and US$3 million by the issue to the vendor of 983,078 new
ordinary shares in Incisive Media Plc. The cash component of the initial
consideration will be funded out of an increased debt facility with the Royal
Bank of Scotland plc.
The deferred consideration of up to a maximum of US$9 million will be paid,
subject to certain performance targets, for the periods ending 31 December 2006,
31 December 2007 and 31 December 2008. Any deferred consideration due will be
settled in cash. The principal of AVCJ, Dan Schwartz, who joined AVCJ as
publisher in 1993, will remain as Chairman and CEO of AVCJ.
In AVCJ's unaudited results for the year ended 31 December 2005, the company
made a profit before tax of US$1.0 million from turnover of US$3.3 million. As
at 31 December 2005, AVCJ had gross assets of US$1.9 million and net assets of
US$1.1 million.
Tim Weller, Chief Executive of Incisive Media plc, said: 'AVCJ is a well
established, robust business with an excellent footprint in Asia. It is a well
regarded company with a strong brand and source of intelligent content for the
Asian financial community. I am delighted with this acquisition which
complements Incisive Media's European position in the private equity publishing,
data and conference business. The acquisition brings valuable coverage in Asia
which Incisive Media can leverage to provide a comprehensive service offering to
the M&A, private equity and venture capital community.'
AVCJ's Dan Schwartz, said: 'Asian Venture Capital Journal has continued to grow
since its inception almost 20 years ago. Our annual Hong Kong conference
attracts major players from Asia's private equity community and our journals and
research are important contributors to news, data and analysis in our industry.
We remain enthusiastic about the future of Asian private equity and venture
capital, and equally excited about AVCJ's own future with Tim and his team at
Incisive Media."
Application has been made for the 983,078 ordinary shares of 1 pence each in the
company to be admitted to the Official List of the UK Listing Authority and to
trading on the London Stock Exchange. It is expected that dealings will
commence on 19 June 2006. The new ordinary shares will rank pari passu with
Incisive's existing ordinary shares in issue. Following admission of these
shares to listing, Incisive Media plc will have 102,196,162, ordinary shares in
issue and admitted to trading.
For further information please contact:
Anthony Payne
Peregrine Communications
Direct:+44 (0) 20 7978 6052
Mobile: +44 (0) 7930 643 983
Gen:+44 (0) 870 800 5276
anthony.payne@peregrinecommunications.co.uk
Tim Weller
Chief Executive
Incisive Media PLC
+44 (0) 20 7484 9970
tim.weller@incisivemedia.com
www.incisivemedia.com
Keith Anderson
Rupert Krefting
Investec
+44 (0) 20 7597 5970





