TIDMDERR
RNS Number : 0804U
Derriston Capital PLC
10 July 2018
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA, ANY MEMBER STATE OF THE EEA (OTHER THAN
THE UNITED KINGDOM) OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT
JURISDICTION
10 July 2018
DERRISTON CAPITAL PLC
("Derriston" or the "Company")
S(4) Capital and MediaMonks to merge
The Company announces that S(4) Capital Limited ("S(4) Capital")
has acquired MediaMonks Multimedia Holding B.V. ("MediaMonks"), a
transaction that seeks to create the digital platform of the
future. MediaMonks has revenues of approximately EUR110 million and
operates through 11 offices in 10 countries spanning the United
States, the United Kingdom, Continental Europe, Asia, Latin America
and the Middle East. The combined group has over 750 people and
clients including adidas, Amazon, GE, Google, Hyundai, JAB, Johnson
& Johnson, Netflix, 3G and Weber. MediaMonks services include
digital experiences, product, content and ecommerce.
The objective behind the merger is to provide clients with
digital services, which are agile, efficient, and of premium
creative quality. This was reflected in MediaMonks success last
month at the Cannes Lions International Festival of Creativity with
18 gongs, including one Grand Prix for Entertainment. In addition,
the agency provides a global and locally relevant approach,
co-locates resources at both agency and client, and serves
multi-national, regional and local clients, along with
millennial-driven influencer brands.
The merger represents the first move by S(4) Capital to create a
new era, new media solution embracing data, content and technology,
which meets client needs in an always-on environment. Upon
completion of this acquisition, and in turn the acquisition of S(4)
Capital by Derriston, the combined Company will be a unitary one.
Particularly as MediaMonks shareowners will receive shares in S(4)
Capital (which will become shares in the Company), as well as cash
and will not include an earnout.
Subsequent emphasis will be placed on further platform
development, data analytics and digital media buying, run on a
single P&L basis, as clients are increasingly demanding.
Derriston is entering into an amended contract to acquire S(4)
Capital to reflect S(4) Capital's merger with MediaMonks.
Derriston's acquisition of S(4) Capital is conditional, inter alia,
on the publication of a prospectus and the re-admission of its
shares to listing on the standard segment of the Official List,
which is expected to take place in the next two months.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.
Enquiries:
S4 Capital Limited
Project Associates Ltd
David Rigg +44 (0)20 7321 0773
Derriston Capital PLC
Walbrook PR Limited Tel: +44 (0)20 7933 8780 or derriston@walbrookpr.com
Paul McManus / Nick Rome Mob: 07980 541 893 / 07748 325 236
Disclaimer
Dowgate Capital Stockbrokers Limited which is authorised and
regulated in the United Kingdom by the Financial Conduct Authority
is acting for Derriston Capital plc and S(4) Capital Limited in
connection with the proposals set out in this Announcement and for
no one else and will not be responsible to anyone other than
Derriston Capital plc and S(4) Capital Limited for providing the
protections afforded to their clients or for providing advice in
relation to this announcement or any matters referred to
herein.
The information contained in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may be placed for any purpose on the information contained
in this announcement or its accuracy, fairness or completeness.
This announcement may contain "forward-looking statements". All
statements other than statements of historical facts included in
this announcement, including, without limitation, those regarding
the Company's and S(4) Capital's financial position, strategy,
plans, targets, proposed acquisitions and objectives are
forward-looking statements. Forward-looking statements are subject
to risks and uncertainties and, accordingly, the Company's and/or
S(4) Capital's actual future financial results and operational
performance may differ materially from results and performance
expressed in, or implied by, these statements. These factors
include but are not limited to those described in the Prospectus to
be issued by the Company in due course.
The information given in this announcement and the
forward-looking statements speak only as at the date of this
announcement. The Company, S(4) Capital Limited, Dowgate Capital
Stockbrokers Limited and their respective affiliates expressly
disclaim any obligation or undertaking to update, review or revise
any forward-looking statement contained in this announcement to
reflect actual results or any change in the assumptions, conditions
or circumstances on which any such statements are based unless
required to do so by the Financial Services and Markets Act 2000,
the Listing Rules, the Prospectus Rules or other applicable laws,
regulations or rules.
The value of shares and the income from them is not guaranteed
and can fall as well as rise due to stock market and currency
movements. When you sell your investment you may get back less than
you originally invested. All of the value of an investor's
investment in the Company will be at risk. Past performance is not
a guide to future performance and the information in this
announcement or any documents relating to the matters described in
it cannot be relied upon as a guide to future performance. Persons
needing advice should contact a professional adviser.
No representation or warranty, express or implied, is made by
Dowgate Capital Stockbrokers Limited as to the contents of this
announcement, or for the omission of any material from this
announcement. Dowgate Capital Stockbrokers Limited have not
authorised the contents of, or any part of, this announcement and
no liability whatsoever is accepted by the Dowgate Capital
Stockbrokers Limited for the accuracy of any information or
opinions contained in this document or for the omission of any
information from this announcement.
The boards of Derriston Capital plc and of S(4) Capital Limited,
who have separately appointed Dowgate Capital Stockbrokers Limited,
are both aware of and accept Dowgate Capital Stockbrokers Limited's
role as broker to each such company in connection with the
proposals set out in this Announcement.
Harry Hyman, Non-Executive Chairman
Derriston Capital plc, 201 Bishopsgate, London EC2M 3AB
LEI 21380068SP9V65KPQN68
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 or visit www.rns.com.
END
ACQFKCDDOBKDDOK
(END) Dow Jones Newswires
July 10, 2018 02:00 ET (06:00 GMT)
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