TLA Worldwide plc (AIM: TLA), a leading athlete representation and sports marketing group, is pleased to announce the acquisition of the assets and business of Elite Sports Properties Holdings Pty Ltd (“ESP”), an Australian and UK based athlete management and sports marketing company, for a total maximum consideration of AUD25.5 million (USD19.5 million) payable over five years and subject to certain performance conditions.
Key benefits of the deal:
– Significantly expands TLA’s presence in Australia, the world’s fourth largest sports market, following the establishment of a strong platform in 2014 with the signing of the International Champions Cup football tournament
– Broadens TLA’s international reach by establishing a firm foothold in the UK, adding Britain’s most successful Olympian, Sir Chris Hoy, and double gold medalist swimmer, Becky Adlington, to its roster as well as rights holders such as Rugby World Cup 2015
– Increases client base by 250 to more than 700
– Diversifies activities into new sports and business lines, in particular Australian Rules Football, cricket and merchandising. TLA already holds a leading position in Major League Baseball and has a growing presence in golf and rugby union
– Adds excellent management teams in Australia and the UK to help support further development of the Group
– The transaction is expected to be earnings-enhancing from 2015 and adds scale to the Group operations
ESP, established in 1996, operates in athlete and talent management; event management and activation; and sports marketing more broadly. It has offices in Melbourne, Sydney, Perth and Adelaide in Australia; Largs, Scotland and Richmond, London. ESP represents over 100 players in Australian Football League (“AFL”), where it is a market leader, as well as broadcasters and Olympians. Corporate clients include Rugby World Cup 2015, the AFL, Cricket World Cup 2015, Cricket Australia, the National Australia Bank, Adidas and Carlton United Breweries. All senior management will remain with the Group.
ESP’s earnings before interest and tax amounted to AUD2 million (USD1.5 million) for the year ended 30 June 2014.
Terms of the deal
Under the terms of the deal, completed today, the Group is paying up to AUD25.5 million (USD19.5 million) for ESP, comprising an initial consideration of AUD13.5 million (USD10.3 million), of which AUD10.1 million (USD7.7 million) is in cash and the balance by way of the issue of 3,939,800 ordinary shares of 2p each in TLA (“Shares”). The Shares have been priced at 43.36p each, being the average closing market price over the seven days prior to completion of the deal.
In addition, the Group will pay further consideration of up to AUD12 million (USD9.2 million), of which half is payable on certain performance conditions being achieved for the three years ending 31 December 2017 and the balance subject to certain performance conditions being achieved for the five years ending 31 December 2019. Future earn-out payments will be satisfied 75% cash and 25% in Shares.
Application has been made for admission of the 3,939,800 Shares to trading on the AIM Market of the London Stock Exchange (“Admission”). It is anticipated that Admission will occur and dealings will commence in the Shares on 23 March 2015. The Shares will rank pari passu with the existing Ordinary Shares currently traded on AIM. Following Admission, TLA’s ordinary shares in issue will increase from 122,497,565 to 126,437,365.
The Group has entered into a new 5-year USD35 million debt facility with Sun Trust Bank. The new facility will be used to refinance existing debt, fund the acquisition of ESP, and to make funds available for other potential acquisitions and working capital requirements.
The Board confirms that Group trading in the year ended 31 December 2014 was in line with management expectations and the audited results will be announced to the market on 14 April 2015.
Bart Campbell, Executive Chairman of TLA Worldwide plc, said: “The acquisition of ESP is part of our strategy to complement our strong organic growth with selective earnings-enhancing deals in key international markets. This deal strengthens TLA’s business into the fourth biggest sports market in the world, where we are already well positioned with the launch of the International Champions Cup in Australia this July. In addition, it enables TLA to expand our offering in the UK for the first time. The management team are first class and have excellent reputations based on a long track record of delivering for their clients. We look forward to working with ESP as we drive the business forward.”