Acquisition

Acquisition

Next Fifteen Communications Plc

4 December 2014

Next Fifteen Communications Group plc

(“Next 15” or the “Company”)

Acquisition of Morar Consulting Limited (“Morar”)

Next Fifteen Communications Group plc, the digital communications group, announces that it has acquired a 75% stake in Morar, an international market research consultancy based in London, which measures and advises on brand performance.

Morar was founded in 2005 by Roger Perowne and Alistair Cunningham, both of whom will remain with the business following the acquisition. The team includes researchers, consultants, strategists and software developers; together providing managers with the insight and ideas to grow the value of their brands. Morar has a strong client list that includes Admiral, Land Securities, Dell, Fitness First, Sky, Nando’s, Pearson, Global Blue and TPG Capital.

The initial consideration is £1.35m in cash with a further payment expected to be approximately £0.45m in February 2015 dependent on Morar’s normalised profit before tax for the twelve months to 31 January 2015. Deferred consideration is payable in 2018 dependent upon the performances of Morar for the financial years to January 2017 and 2018, Any deferred consideration that may become payable may be satisfied in cash or up to 25% in new Next 15 ordinary shares, at the option of Next 15.

The remaining 25% stake in Morar will be acquired by Next 15 in 2020 for a consideration dependent upon the performances of Morar for the financial years to January 2019 and 2020.

The acquisition is expected to be immediately earnings enhancing for the Group.

For the nine months ended 31 October 2014 Morar achieved turnover of approximately £1.3m and a normalised profit before tax of approximately £0.5m and had net assets of approximately £0.9m.

Tim Dyson, CEO of Next 15 commented: “In the last few years Morar has invested in the development of its own technology platform. Morar's approach of combining high level consulting and technology fits with our digital strategy and extends our commitment to the insight and analytics area of marketing."

Roger Perowne, CEO of Morar, said: “We've been looking for an entrepreneurial partner to help us take Morar forward and in Next 15 have found the people, brands and strategy that fit our ambitions perfectly."

Enquiries:

Next Fifteen Communications Group plc	Â	Â	Â	[phone]	Â	Â
Tim Dyson, CEO
Investec Bank plc				[phone]
Keith Anderson / Matt Lewis / Dominic Emery
Morar
Roger Perowne, CEO				[phone]