Formation of opaqueMedia & Acquisition News
nanoUniverse PLC
9 May 2000
nanoUniverse plc
('nanoUniverse' or 'the company')
Formation of opaqueMedia ('oM', a nanoUniverse Subsidiary)
and acquisition of Reservision
nanoUniverse is a dual US and UK Internet incubator that
invests in, develops and operates Internet related
companies. nanoUniverse is focused on early stage
Internet companies and concepts that are well positioned
to capitalise on the Internet's transition to broadband
and the convergence of the Internet and media industries.
nanoUniverse floated on the Alternative Investment Market
in March 2000, raising £27.5 million of equity
principally from institutional investors.
* Formation of a new 100% owned subsidiary,
opaqueMedia.
* oM aims to be a premier player in the rapidly
evolving web and interactive media design and
development industry.
* oM will target clients that require assistance
in making the transition from the prevalent
narrowband environment to the upcoming
broadband environment as well as provide
critical support services to nU's own portfolio
companies.
* Agreement for oM to acquire 84% of Reservision
(www.reservision.com), a Michigan corporation, for a
total consideration of £901,545*.
* A leading web and interactive media design and
development firm.
* Clients include three of the four largest hotel
casino companies in the world, MGM Grand (MGG:
NYSE), Park Place Entertainment (PPE: NYSE) and
Mandalay Resort Group (MBG: NYSE), as well as
Samsonite (SAMC: NASDAQ).
* Weekly Gaming Insight, a highly rated
newsletter from Prudential Securities on the
Gaming Industry, rated the MGM Grand web site
(www.mgmgrand.com) developed with Reservision
as the 'most improved and best overall site' in
the casino market.
* Appointment of Tim Schaden, founder and principal
shareholder of Reservision, as Chief Executive of
opaqueMedia.
* Translated into GBP, at a rate of $1.54 per £1.
Alan Buggy, Chairman, commented:
'The formation of opaqueMedia highlights nanoUniverse's
goal to focus on companies that are well positioned to
take advantage of the transition of the Internet from a
narrowband text driven media, to a broadband content
driven media. As every leading company rushes to
incorporate broadband and interactive media features into
their business models, we believe the opportunities for
opaqueMedia will be significant.'
Enquiries:
nanoUniverse Plc (www.nanouniverse.co.uk) Tel: 020 7838-0483
Alan Buggy E-mail: alanbuggy@nanouniverse.co.uk
Kiran Sidhu E-mail: ksidhu@nanouniverse.co.uk
College Hill Tel: 020 7457 2020
Nicola Weiner E-mail: nicola@collegehill.com
Chelsea Allen E-mail: chelsea@collegehill.com
INTRODUCTION
nanoUniverse is a dual US and UK Internet incubator that
invests in, develops and operates Internet related
companies. nanoUniverse is focused on early stage
Internet companies and concepts that are well positioned
to capitalise on the Internet's transition to broadband
and the convergence of the Internet and media industries.
nanoUniverse floated on the Alternative Investment Market
in March 2000, raising £27.5 million of equity,
principally from institutional investors.
FORMATION OF OPAQUEMEDIA
nanoUniverse announced today the formation of a new 100%
owned subsidiary, opaqueMedia. oM aims to be a premier
player in the rapidly evolving web and interactive media
design and development industry. oM will offer strategic
advice, website and interactive media design and
development services, e-commerce solutions, as well as
custom applications and interfaces to businesses,
entertainment groups and Internet start-up's worldwide.
In particular, oM will target customers that require
assistance in the transition from the prevalent
narrowband environment to the upcoming broadband
environment, as well as providing support services to
nU's own portfolio companies.
oM plans to expand rapidly, through a combination of
internal growth and the acquisition of significant equity
positions in cutting edge professional Internet service
companies in the UK, US and Europe. The worldwide market
for Internet professional services is expected to grow
from $7.8 billion in 1998 to $78.6 billion in 2003, a ten-
fold increase representing a CAGR of almost 60%. Much of
this growth is expected to be broadband and content
related. (Source: International Data Corp.)
The Internet professional services business is self-
financing compared to other Internet related businesses,
because providers collect fees for servicing clients.
There are no upfront technology development,
infrastructure or marketing costs. The business is close
to positive cash flow at the very onset. Once critical
mass is established, there is significant profit
potential as well as the capability to develop core
proprietary technologies.
oM will also become the favoured Internet professional
service provider for all nanoUniverse portfolio
companies, thus capturing a captive client base. oM will
also become nanoUniverse's in-house technology and
marketing think-tank and provide technical assistance and
advice to nanoUniverse and its portfolio companies.
Alan Buggy, Chairman of nanoUniverse plc commented:
'The formation of opaqueMedia highlights nanoUniverse's
goal to focus on companies that are well positioned to
take advantage of the transition of the Internet from a
narrowband text driven media, to a broadband content
driven media. As every leading company rushes to
incorporate broadband and interactive media features into
their business models, we believe the opportunities for
opaqueMedia will be significant'.
ACQUISITION OF RESERVISION
As its first step in fulfilling this strategy, oM has
entered in a common stock purchase agreement to acquire
84% of Reservision (www.reservision.com), a leading web
and interactive media design and development firm for
£901,545 in total consideration; £353,494 in cash and
£548,051 in a convertible promissory note to be paid over
time (subject to various performance conditions). The
transaction is subject to customary completion conditions
including final due diligence, and is anticipated to
close within the next few weeks.
Reservision is located in Ann Arbor, Michigan (proximate
to the University of Michigan, a leading US technical
university located also in Ann Arbor, Michigan) and
currently employs 12 professionals plus support staff.
1999 unaudited turnover was approximately £425,000.
Reservision provides strategic advice, website and
interactive media design and development services, e-
commerce solutions and custom applications and interfaces
to corporate clients. The business is experiencing rapid
growth.
Reservision has developed web sites and interactive media
for three of the four largest hotel casino companies in
the world, MGM Grand (MGG: NYSE), Park Place
Entertainment (NYSE: PPE) and Mandalay Resort Group (MBG:
NYSE). Other Reservision clients include Samsonite
(SAMC: NASDAQ).
Recently, the Weekly Gaming Insight, a highly rated
newsletter from Prudential Securities on the Gaming
Industry, rated the MGM Grand web site
(www.mgmgrand.com), developed with Reservision, as the
'most improved and best overall site' in the casino
market. It goes on further to say that, 'MGM Grand's
website is the prime example of what a company can do
when it combines its creativity with the Internet's
technological resources.' It then compliments Reservision
by saying that, 'the re-launch of MGM Grand's site was
developed together with Ann Arbor, Michigan based
Reservision, Inc. Since 1997, Reservision has created
powerful e-commerce websites and interactive
presentations. They bring award-winning multimedia
design, and real-time transaction integration to existing
bricks and mortar systems, enhancing performance and
profitability. Reservision offers consulting, project
planning, site architecture, marketing and development
for global brand name clients and e-commerce start-ups.'
Tim Schaden, Chairman and CEO of Reservision, has agreed
to join oM as Chief Executive Officer at completion, and
plans to eventually relocate to nU's US incubator located
in the greater Los Angeles area.
David Hope, nU's CEO added:
'The acquisition of a majority stake in Reservision was
prompted by our respect for the talents of Tim and his
team. We were particularly impressed with Tim's mission
to ensure his clients websites not only look and operate
superbly, but also become a fully integrated part of
their overall business operations. Reservision has the
unique capability of seamlessly integrating clients'
websites into their existing IT infrastructure.'