Future Plc completes acquisition of TI Media

LONDON: Future plc, the global platform for specialist media, has completed the acquisition of TI Media, which was announced on 30 October 2019 and was conditional upon clearance from the Competition and Markets Authority (CMA).

TI Media is a UK-based, print-led consumer magazine and digital publisher with deep industry heritage and a portfolio that incorporates 38 brands including: Decanter; Country Life; Homes&Gardens; and Woman & Home. TI Media brings to Future a presence in the Wine, Golf, Equestrian, Country Living, TV Listings, Women’s Lifestyle and Gardening verticals, and deepens and extends Future’s strength and position in Home, Cycling and Country Sports.

On 16 March 2020, it was announced that the CMA had found that the purchase of TI Media did not raise competition concerns, subject to the sale of three closely competing products: World Soccer; Amateur Photographer; and the technology website Trustedreviews.com.

Future has agreed the sales of World Soccer and Amateur Photographer to Kelsey Media, and Trusted Reviews to Incisive Media. These sales are expected to complete in the next few weeks. In addition, earlier this year, TI Media sold Collective Europe Ltd, its digital marketing agency, to Azerion Holding B.V., with Collective Europe Ltd identified as a non-core business by Future at the time of the deal.

In the year to December 2019, the combined revenue and EBITDA contribution in relation to these four assets was £12m and £0.3m respectively. The aggregate purchase price received for all four assets was £1.4m.

The TI Media acquisition continues to offer a compelling strategic and financial rationale, with entry into new market verticals through its leading brands, and expansion within existing markets. Leveraging Future’s proprietary technology platform and global operating model, we remain excited about the long term opportunity.

TI Media is a less diversified business and therefore the impact of Covid-19 is expected to be more significant. Magazine newsstand revenues have been impacted during the period of lockdown, with UK newsstand revenues reduced by approximately 30% since the introduction of lockdown measures on 23 March.

However, subscriptions have been performing well, with demand driving a material year-on-year increase in new sales. Events, most notably the Decanter World Wine Awards, have also been deferred until later in the financial year.

In order to mitigate the impact of the reduction in revenue, a number of cost savings have been implemented within TI Media, which include a reduction of promotional and discretionary costs, smaller print runs to reduce the supply of magazines, the furlough of some staff and role closures, and tiered salary reductions for all staff.

The Group also signed a new £30m multi-currency Revolving Credit Facility (“RCF”). The RCF, which will stand alongside Future’s existing debt facilities, and matures in 12 months, has been arranged in order to provide the Group with additional working capital headroom to maintain the underlying growth momentum of the combined business, whilst navigating the impact of Covid-19.

The Group’s current net debt is £93m following completion of the TI transaction, with available cash headroom of £69m under the new facilities.

Covid-19 introduces a significant level of uncertainty. However, given the Group’s diversified model, revenue mix benefit, variable cost base, reduction in overheads, and the bank facility headroom outlined above, as well as exchange rate benefits, the Group is well placed to tackle the challenges that lie ahead.

The Group will publish its interim results for the six months to 31 March 2020 on 22 May 2020.

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