REG - ITV PLC - ITV acquires Plimsoll Productions

ITVAnnouncement

14/06/2022 07:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220614:nRSN7220Oa&default-theme=true

RNS Number : 7220O  ITV PLC  14 June 2022

ITV acquires Plimsoll Productions - the world's largest leading independent
natural history TV producer

ITV plc today announced that it has agreed to acquire a majority interest of
79.5% in Plimsoll Productions, the largest independent producer of natural
history programmes in the world and a growing premium factual producer, for a
cash consideration of approximately £103.5 million, valuing Plimsoll at an
Enterprise Value of £131 million.  Founded in Bristol in 2013, the centre of
excellence for natural history programming, the Bafta, Emmy and Academy award
winning producer has produced hundreds of hours of content which is watched,
and sold, in nearly 200 countries.

The producer is behind series including Tiny World and Giant World for Apple+;
Hostile Planet and Supernatural Planet for Disney; Night on Earth and Animal
for Netflix and the upcoming landmark series, A Year on Planet Earth for ITV,
Tencent in China, Fox Nation in the US and Ard Group in Germany.

This acquisition is a further milestone in ITV's strategy of expanding its
international content business.  It further diversifies ITV Studios
production base and will enable ITV to take advantage of the strong demand for
content across the ever-popular natural history and factual genres.  Plimsoll
Productions' has a strong network with all of the global streamers and this
acquisition will strengthen and deepen ITV Studios' relationships with the
streamers.

Under the leadership of founder Grant Mansfield, Plimsoll Productions has
built a track record of delivering a strong operational and financial
performance. The Plimsoll Productions team is highly specialised and multi
award-winning in the production of blue-chip natural history and includes
chief creative officer Dr Martha Holmes (formerly of the BBC's Natural History
unit - Blue Planet, Hostile Planet, Tiny World); creative director Tom
Hugh-Jones (Tiny World, Planet Earth II); Karen Plumb as Head of Factual
Entertainment; and Richard Klein, former Head of ITV Factual, and Head of
Documentaries at the BBC.  Prior to launching Plimsoll Productions, Mansfield
has previously been head of production company Zodiak in the USA, Managing
Director of RDF and the Commissioner of Factual for ITV.

Following the transaction Grant Mansfield, together with his senior management
and creatives, will continue to manage the business and play a key role in
programme development to maintain Plimsoll's strong creative pipeline. They
will work alongside ITV Studios Managing Director Julian Bellamy, Director of
Unscripted, UK, Angela Jain and their team.

Plimsoll Productions is also expanding across the premium unscripted space
with growing documentary and factual entertainment departments producing for
major network/platforms including BBC, ABC, Channel 4, CNN, History and
Hulu.  One of the UK's fastest growing companies, this year Plimsoll
Productions was listed on The Sunday Times Fast Track 100 and International
Track 200.

ITV Studios already has a relationship with Plimsoll Productions as the
distributor for A Year On Planet Earth. This 6x60 series draws on the most
spellbinding and dramatic stories from all corners of the globe and is
narrated in the UK by Stephen Fry.   The priority, at this stage, is to
continue the momentum of the respective distribution businesses while teams
get to know each other and assess how they best work together. Magnify Media
(Plimsoll Productions' distribution arm) will work alongside ITV Studios.

ITV will acquire 79.5% of Plimsoll's share capital from private equity firm
LDC, Grant Mansfield and other existing Plimsoll shareholders for a cash
consideration of £103.5m. This includes £85.5m payable to the existing
shareholders and the repayment of Plimsoll's financial net indebtedness at
completion, expected to be approximately £17.6 million.

The outstanding 20.5% of share capital will be held by Grant Mansfield and
other members of the management team and strategic investors of Plimsoll.
There are Call and Put arrangements in place that will give ITV the option of
acquiring the outstanding 20.5% of share capital. The consideration payable by
ITV for the remainder of Plimsoll's share capital is dependent on Plimsoll's
profit growth performance in the period to 31 December 2027, is capped at
£79.5m and payable from 2028 onwards.

Plimsoll generated EBITDA of £10.0 million for the 12 months to 31 August
2021. Under ITV's ownership, Plimsoll will report to a calendar year and under
ITV's episodic revenue recognition policy. On this basis Plimsoll is
forecasted to deliver EBITDA of around £5.5m in H2 2022.

The transaction will be earnings accretive from day one and is expected to
accelerate ITV Studios' growth internationally and its business with the
global streaming platforms.  The transaction will be financed through
existing cash resources.

Grant Mansfield, CEO Plimsoll Productions said: "The significant opportunities
in the international premium unscripted market make this the perfect time for
Plimsoll to join ITV Studios.  There is a quite special strategic and
cultural fit that will enable us to achieve our, now shared, creative and
commercial ambitions for Plimsoll. We're excited to be part of ITV Studios'
expanding global force in content and delighted that, from today, this
powerful new partnership is officially active."

Carolyn McCall, CEO ITV added: "Growing ITV Studios with an exciting pipeline
of premium programmes is core to our strategy as we further diversify the
business by genre, by geography, by customer and grow ahead of the market.
Through Plimsoll Productions, as a Studio, we can continue to capitalise on
the growing demand for natural history and factual programming and I am really
pleased to welcome Grant and the team."

Julian Bellamy, Managing Director ITV Studios added: "Grant and the team at
Plimsoll bring years of unrivalled experience in the creation and production
of outstanding and award-winning natural history and factual programmes. I'm
delighted to welcome them to ITV Studios - their addition to the group
strengthens our position in supplying the best shows across all genres to
buyers around the world."

 

 

Further information

1.    The Acquisition constitutes a Class 2 transaction pursuant to the UK
Listing Rules. For the purposes of the LR 10.4.1 R (Notification of class 2
transactions), Plimsoll generated EBITDA of £10.0 million for the 12 months
to 31 August 2021. Under ITV's ownership, Plimsoll will report to a calendar
year and under ITV's episodic revenue recognition policy. On this basis
Plimsoll is forecasted to deliver an EBITDA of around £5.5m in the H2 2022.
Gross assets at 31 August 2021 were £97.2 million reflecting significant
goodwill as a result of the current ownership structure.

2.  The acquisition is expected to complete on 1 July 2022.

 

For further enquiries please contact:

Investor Relations

Pippa Foulds +44 7778 031097

Sarah Comfort +44 20 7157 6486

 

Media Relations

Paul Moore +44 7860 794444

Tessa Matchett +44 7712077966

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  ACQUOSWRUNUNAAR