Huntsworth plc acquired an 85% stake in Kyne Communications LLC and Kyne Communications Limited from David Kyne, his wife Jacqueline Kyne, and their associates for $17.4 million.
May 20, 2019
Share
Huntsworth plc (LSE:HNT) acquired an 85% stake in Kyne Communications LLC and Kyne Communications Limited (together, "KYNE") from David Kyne, his wife Jacqueline Kyne, and their associates for $17.4 million on May 21, 2019. The consideration for KYNE consists of an initial cash consideration on completion of $17.4 million together with a net asset adjustment (if applicable) payable after completion and deferred consideration payable in 2021 based on a multiple of EBITDA for the two years ending December 31, 2020, pro-rata for the 85% equity stake. Equal put and call options will be held over the 15% minority interest, exercisable in April of each year commencing in 2023 and allowing for the sale or purchase of the minority interest on a multiple of EBITDA, pro-rata for the 15% equity stake. Huntsworth is entitled to settle any deferred consideration and any consideration due under the put and call either in cash, by the issue of Huntsworth ordinary shares or by a mixture of cash and the issue of shares. The maximum aggregate consideration (including any applicable net asset adjustment) payable by Huntsworth for 100% of the equity of KYNE will be capped at $70 million.
Concurrently, Huntsworth acquired a 70% stake in Creativ-Ceutical S.A.R.L. from Avicenne Invest S.A. In connection with the acquisitions, Huntsworth announced a placing of shares raising gross proceeds of £16.3 million (approximately $20.75 million) to part-fund the purchases, with the balance of approximately £12 million (approximately $15.28 million) to be funded from existing debt facilities. KYNE will become part of Huntsworth’s Marketing division following the acquisition. KYNE generated revenues of approximately $10.2 million and operating profits of approximately $1.3 million in the year to December 31, 2018. KYNE's gross assets were approximately $3.5 million as at December 31, 2018.
KYNE will continue to be led by founder David Kyne. Huntsworth expects both acquisitions and the placing together to be accretive. Nick Westlake, Matt Lewis and Will Baunton from Numis served as financial advisors to Huntsworth. James Serjeant and David Poutney from Dowgate also served as financial advisors to Huntsworth.
Huntsworth plc (LSE:HNT) completed the acqusition of an 85% stake in Kyne Communications LLC and Kyne Communications Limited from David Kyne, his wife Jacqueline Kyne, and their associates on May 21, 2019.
Huntsworth Limited is a United Kingdom-based intermediate holding company. The Company is engaged in healthcare and communication activities. The Company, through its subsidiaries, is focused on health that provides marketing and medical communications services to healthcare clients, which are primarily large and mid-size pharmaceuticals and biotechnology companies. It also provides a range of communications and advisory services, including strategic communications, public affairs, investor relations and consumer marketing. The Companyâs financial instruments comprise bank loans, bank overdrafts, loan notes, and cash and short-term deposits. The Companyâs geographical areas include the United Kingdom, Europe, the United States and the rest of the world. The Companyâs subsidiaries operate in approximately 28 in the United Kingdom and Europe.
Huntsworth plc acquired an 85% stake in Kyne Communications LLC and Kyne Communications Limited from David Kyne, his wife Jacqueline Kyne, and their associates for $17.4 million.