Acquisition

Acquisition

Next Fifteen Communications Plc

Next Fifteen Communications Group plc

Proposed acquisition of the trading subsidiaries of Upstream Marketing and Communications Inc

Next Fifteen Communications Group plc (“Next Fifteen”) announces that it has entered into arrangements to acquire the marketing communications trading subsidiaries of AIM-listed Upstream Marketing and Communications Inc. (“UPS”) (the “Transaction”). These businesses referred to here as “Upstream Asia” are located in Beijing, Shanghai, Hong Kong, Singapore and Sydney and will be integrated into Next Fifteen’s Bite Communications Group (“Bite”). The Transaction is subject to approval from the UPS shareholders in general meeting to be held on 26 October 2009.

The initial consideration will be US$0.9m paid in cash on completion of the Transaction and the assumption of US$0.2 of UPS liabilities, for a total of US$1.1m. Next Fifteen will own 55% of Upstream Asia, and a Hong Kong based company called Asset Pioneer Limited will own the residual 45%. Next Fifteen will enter into an option deed providing Next Fifteen with the right to acquire Asset Pioneer’s shares over a five year period based on the profitability of the acquired businesses. These businesses form the trading activities of UPS and generated revenue of US$ 2.1m in the six months ended 30 June 2009. During this period UPS recorded a net loss before tax of US$0.4m.

Next Fifteen’s net cash position at 31 July 2009 was £1.0m, which is £2.4m better than market forecasts and the initial payment for this acquisition can be comfortably accommodated within existing facilities. Next Fifteen will report its preliminary results for the year ended 31 July 2009 on 20 October 2009.

Next Fifteen will provide a further update upon completion of the Transaction, which is expected on or before 30 October 2009.

About Upstream Asia

Founded in 2000, Upstream Asia is a full service marketing and corporate communications network positioned to help companies make the most of business opportunities in the Asia Pacific region. Upstream Asia has offices in Beijing, Hong Kong, Shanghai, Singapore, and Sydney, as well as regional affiliates. Key practice areas include technology, corporate & financial, and consumer & travel. Upstream Asia is currently owned by London AIM-listed company Upstream Marketing and Communications Inc. (UPS.L). For more information, visit www.upstreamasia.com.

About Bite Communications

Bite Communications, a subsidiary of Next Fifteen Communications Group plc, is a 140-strong communications consultancy with offices in London, San Francisco, New York, Toronto, LA, Beijing and Stockholm. With a mission to deliver fearless and boundless communications campaigns to its range of B2B and B2C clients, Bite has built its business on developing creative, results orientated campaigns for market-leading blue chip as well as fast growing emerging start-up brands. Its client list includes AMD, BT, HP, Microsoft and Sony. For more information, visit www.bitepr.com

About Next Fifteen

Next Fifteen Communications Group plc is the holding company for a group of worldwide PR consultancies. It owns five independent subsidiary PR agencies that operate as autonomous businesses. It also owns two research businesses and has an investment in a policy communications business. Between them these businesses have 39 offices in 18 countries. The Group has established itself as a leader in digital public relations. The focus on digital PR comes naturally to the Group given that the majority of the Group's clients are in the technology industry, and include global names such as IBM, Yahoo!, Microsoft, Facebook and Cisco. Over the last few years the Group’s strategy has broadened and to include non-technology clients. This strategy was particularly helped by the acquisition of Lexis Public Relations in 2005 and M Booth & Associates in August 2009. The Group now works with brands such as American Express, Coca-Cola, Whirlpool, TOTAL, Dove, Nokia and the Barclays Premier League. For more information, visit www.nextfifteen.com

For further information, please contact:

Next Fifteen Communications Group plc  
Tim Dyson, Chief Executive

David Dewhurst, Finance Director

+1 415 350 2801

+44 (0)20 8846 0771

 

Canaccord Adams Limited

Mark Williams

Adria Da Breo Richards

+44 (0)20 7050 6500

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