UK agency Leapfrog Research & Planning has been acquired by marketing services company Cello Group plc, for a total £6m in cash, loan notes and new ordinary shares. Cello listed on AIM in November 2004 and already owns four other companies including healthcare specialist Insight Research Group.
Leapfrog, a consumer market research and planning shop, was established in 1994 by Judy Taylor and Andrea Berlowitz and numbers Tesco, GSK, the BBC, Scottish Courage, and the AA among its blue chip clients. For the year to 30 April 2005, its turnover was £3.32m, gross profit £2.28m and profit before tax of £0.275m.
The deal comprises an initial consideration of up to £3m, and £2.9m to be paid on completion, of which £1.74m is payable in cash and the balance satisfied by the issue of 1,007,819 new ordinary shares. A further payment of up to £0.1m will be made after 12 months and a final payment of up to £3m dependent on the financial performance of Leapfrog for the period to 31 December 2009.
The acquisition raises Cello, which was founded in May 2004, to an annualised turnover of c.£50 million, gross profits of c.£25m and a headcount of over 300 employees. In addition to Insight Research Group, which has offices in London and New York and offers a broad range of qual and quant research, Cello also owns Leith, a top Scottish advertising agency; DM / Database Management company Target Group, which specialises in the not-for-profit and charity sector; Scottish DM agency Navigator Responsive Advertising, which covers the commercial sector.
Leapfrog Shares are expected to be admitted to AIM within a week. According to Kevin Steeds, Cello Chairman, Leapfrog has 'a powerful synergy' with Insight, 'and also reinforces Cello Groups brand development offering'. Steeds says Leapfrog is 'the first of a number of developments which will strengthen our specialist research, brand and direct marketing platforms. We expect to announce further earnings enhancing acquisitions shortly'.
Individual sites for the companies lead off the Group's home page at www.cellogroup.co.uk