Acquisition of Imagine Publishing by Future plc 01/07/16

Future plc (LSE: FUTR, “the Group” or “Future”), the international media group and leading digital business, has agreed terms to acquire Miura (Holdings) Ltd, the holding company and ultimate parent company of Imagine Publishing Limited (‘Imagine Publishing’) (the ‘Acquisition’) for a total consideration of 179,567,841 new Future shares (the ‘Consideration Shares’), which at Future’s closing share price on 22 June 2016 represents a consideration of £14.2m.

The Acquisition of Imagine is a further substantial step in Future’s strategy of creating content that connects, increasing scale and improving operational efficiency.

Highlights:

• Imagine’s portfolio includes 19 periodical magazines and significant presence in bookazines as well as a growing complementary web presence
  • In 2015, Imagine issued 265 magazines and 257 bookazines, delivering 2.4 million and 1.0 million copy sales respectively
• The addition of a market leading portfolio in the knowledge & science vertical adding new high quality genres to the Future business
• Imagine is expected to report revenue of £16.4m for year to 31 March 2016, with EBITA of £3.1m, margin of 19% and cash generated from operations of £3.4m
• The Acquisition is expected to be materially earnings enhancing and will:
  • Generate significant cost synergies
  • Increase the enlarged Group’s profit margins
  • Increase the cash generation of the enlarged Group
• Upon completion of the Acquisition, the vendors of Imagine will own, in aggregate, c.32.8% of Future’s enlarged issued share capital
• Letters of intent & irrevocable undertakings to vote in favour of the issue of Consideration Shares received, representing, in aggregate, 30.3% of Future’s issued share capital

Zillah Byng-Thorne, Future plc Chief Executive said;

“This is a unique opportunity to acquire a market leading knowledge, science and technology content business which will complement and expand our capabilities.

“Imagine has an impressive reputation with 19 periodical magazines and is a world leader in bookazines. The acquisition will enable us to scale significantly our market position in bookazines and will see us enter the knowledge vertical, broadening our reach.

“The addition of Imagine with its strong management team and quality staff enables us to take a further substantial step towards our strategy of creating content that connects, increasing scale and improving operational efficiency.”

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