Acquisition
ITIS Holdings PLC
07 December 2007
ITIS Holdings plc ('ITIS' or the 'Company')
Acquisition of Trafficlink Limited ('Trafficlink')
ITIS, the AIM listed provider of real time traffic information services is
pleased to announce today the acquisition of the entire issued share capital of
Trafficlink from Dunedin, the UK mid market private equity house.
HIGHLIGHTS
• Trafficlink is the UK's leading distributor of traffic incident and
travel information to broadcasters, business and Government, providing over 42
million people each week with access to real time journey information across all
modes of transport.
• Key customers include the BBC, Highways Agency and through an
exclusive agreement with UBC Media, 185 commercial radio stations.
• The acquisition enables ITIS to expand its strong presence within the
UK market, adding value to existing services and enriching both companies'
content offerings to customers.
• Initial cash payment of £10.5 million (from existing resources) and
deferred, performance-related cash consideration of up to £6.0 million by June
2009.
• In the year ended 30th June 2007 Trafficlink reported audited revenue
of £4.7million, profit before taxation of £0.56 million and an EBITDA of £0.74
million.
• The acquisition provides complementary data sources and significant
cross-selling opportunities.
• Acquisition expected to be immediately earnings enhancing.
Nick Somper, Chief Executive of Trafficlink said:
'The demand for high quality traffic and travel information has grown
significantly in recent years from consumers, government and the corporate
sector. Our nationwide coverage across all modes of transport provides us with a
truly unique position from which to meet this demand. Our close relationship
with ITIS has been a very real feature of our success and the consolidation of
our data and technologies will enable us to offer unrivalled products and
services to our existing customers and to address the requirements of new
markets and platforms as they emerge'
Stuart Marks, Chief Executive of ITIS, commented:
'Acquiring Trafficlink is an important step in our strategy to maintain our
leadership in the UK traffic and travel market by providing drivers with the
highest quality information accessed across the widest range of wireless media.
We have worked closely with management at Trafficlink for over five years and
believe that by consolidating our data formally we will be able to offer a wider
range of products and services, especially in emerging technologies such as
digital radio. The navigation and broadcast industries are evolving rapidly and
we believe that the combination of ITIS' speed and flow data, generated by
Floating Vehicle Data, and Trafficlink's unrivalled incident information will
provide a compelling, real time and historical journey dataset.'
There will be a meeting for investors and invited analysts at Trafficlink's Head
Office (91 Charterhouse Street, London, EC1M 6HR) at 9.30am on Wednesday 12th
December.
ITIS Holdings plc ('ITIS' or the 'Company')
Acquisition of Trafficlink Limited ('Trafficlink')
Introduction
ITIS, a real time road traffic information provider serving the UK and
international markets, is pleased to announce the acquisition of Trafficlink,
the UK's leading provider of journalistic traffic and travel information to
broadcasters, business and Government.
Information on Trafficlink
Trafficlink is the UK's leading provider of journalistic traffic and travel
information to broadcasters, business and government, providing over 42 million
people each week with access to real-time journey information across all modes
of transport.
Trafficlink gathers, edits and broadcasts traffic and travel information from a
network of seven regional offices (London, Bristol, Birmingham, Cardiff,
Manchester, Middlesbrough, Edinburgh) that operate 24 hours per day, 7 days a
week. REGIS, Trafficlink's data aggregation tool, covers the entire UK road
network as well as all forms of public transport and aggregates real-time
traffic and travel information from over 5,000 CCTV cameras, police forces,
government agencies, local councils and other sources. Trafficlink's data is
then delivered by its customers across multiple platforms that include
commercial radio stations, BBC local and national radio, Ceefax and BBC Online,
Teletext, ITV Local, GMTV, Sky News, an expanding range of corporate clients,
websites and government agencies.
Trafficlink's principal business is the provision of traffic and travel updates
to the BBC (with a recently renewed contract until November 2010) and to
commercial radio stations, the latter via a contract with UBC which extends to
2012. Trafficlink, through its own team of travel editors and broadcasters,
makes up to 15,000 live broadcasts on behalf of 115 radio stations every week,
and provide a further 110 with real-time information for broadcast. Some 57
percent of its revenues are derived from the broadcast (radio and TV) market,
virtually all through fixed fee arrangements.
Trafficlink has developed strategic relationships with its government partners
and provides a range of data and consultancy services to the Highways Agency,
including Traffic Radio, a recently launched regionalised traffic information
service, offering news about traffic conditions on England's motorway and trunk
road network, as well as London's main roads, 24 hours a day, delivered on the
internet and through DAB radio. Trafficlink is also the sole provider of
multi-modal information to Transport Direct, the Department for Transport's
journey planning and information website.
Increasingly, businesses are recognising the cost of travel congestion and
delays. In order to meet this challenge, Trafficlink has also developed
real-time location specific solutions developed to meet the needs of individual
businesses.
The business employs 130 permanent staff and is run by CEO Nick Somper who along
with all key management will remain with the business.
For the year to 30 June 2007, Trafficlink generated an audited EBITDA of £0.74
million and profit before taxation of £0.56 million on revenues of £4.7 million.
Trafficlink had tax losses of £10.53 million at 30 June 2007, which can be
utilised against future trading profits.
Key terms of the Acquisition
Under the Acquisition Agreement ITIS has acquired the entire issued share
capital of Trafficlink and repaid certain loans within Trafficlink for an
initial cash payment of £10.5 million which will be financed out of ITIS'
existing cash reserves. There is a deferred performance related payment of up
to £6.0m payable by June 2009.
Background to and rationale for the Acquisition
ITIS has worked closely with Trafficlink for over five years through various
data sharing initiatives and believes that formally consolidating the two
companies' data sets will allow the combined group to offer a wider range of
products and services, especially in emerging technologies such as digital
radio:
• The combination of Trafficlink's traveller information which
identifies the cause of delays, aggregated with ITIS's FVD capability which
reports the effects of the incident reinforces the demand from customers for the
provision of a wider picture to drivers to enable them to make safe and
intelligent decisions for themselves about their journey.
• The advent of digital radio, in which the UK is the world leader,
removes any distinction between voice and data over wireless, allowing service
providers to offer the information in an environment that promotes driver safety
through ease of delivery. ITIS, through its agreement with 4 Digital Group,
intends to capitalise on this distinctive dataset and Trafficlink's team of
newsreaders to support customers as they migrate to these new platforms.
• Whilst the previous arrangements between ITIS and Trafficlink have
been commercially successful for both parties, ITIS believes that the pace of
development and new competitive environment makes it the right time to control
the end to end data quality and business model.
• ITIS recognises the Government's commitment to reducing congestion by
promoting multi-modal alternatives to cars. ITIS and Trafficlink combined
already reach more motorists than any other commercial provider and intend to
make use of in-vehicle and mobile devices to support better journey management
and help government manage their congestion targets.
• The acquisition is expected to be earnings enhancing with immediate
effect without the need to reduce any overheads thus ensuring the customers of
both companies will benefit from higher quality information and better value for
money. The Company does not anticipate any changes in its dividend policy.
Ends
Notes to editors:
ITIS Holdings plc, listed on AIM, (ITH.L) is the UK's leading provider of
traffic incident and travel information. ITIS has invested in the development
of a unique system for the collection and analysis of traffic information, it
combines journalistic information with ITIS' historic and real-time Floating
Vehicle Data (FVDTM) to provide journey time forecasts and real-time updates.
ITIS now operates the largest commercial application of FVD anywhere in the
world, and delivers the content over a variety of platforms including RDS-TMC
(Alert C), digital radio and automated telephone services (IVR) under the
Keepmoving brand. ITIS has agreements in the UK to provide information to BMW,
Ford, Jaguar, Land Rover, Lexus, MINI, Mercedes-Benz, Mitsubishi, Nissan,
Porsche, Renault, Rolls Royce, Saab, Subaru, Toyota and Volvo. Aftermarket and
portable device customers include Active Pilot, Clarion, Co Pilot, Fujitsu,
Harman Becker, Mio, Navicore, Navman, Pioneer, Road Angel, Route 66, Siemens
VDO, Snooper, Sony Europe, Telmap, Telenav, TomTom, ViaMichelin and Way Finder.
Outside of the UK ITIS uses its Cellular Floating Vehicle Data (CFVDTM) which
takes anonymous signalling information from wireless networks to determine speed
and flow information on a given road network. ITIS has successfully introduced
CFVD in Australia, Belgium, Czech Republic, Israel and the USA. Other projects
are underway in Asia, Ireland South Africa and Spain.
Enquiries:
ITIS
Stuart Marks - 0161 929 5788
Andrew Forrest - 0161 929 5788
Trafficlink
Nick Somper - 0207 012 3504
Citigate
Ged Brumby - 0207 638 9571
Investec
Andrew Pinder - 0207 597 4000
Erik Anderson - 0207 597 4000
This information is provided by RNS
The company news service from the London Stock Exchange GQWPUPMUQM