REG-M&C Saatchi PLC Acquisition

Released : 21/05/2007 16:30

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RNS Number:9877W 
M&C Saatchi PLC 
21 May 2007 
 
                                M&C SAATCHI PLC 
                        ("M&C Saatchi" or the "Company") 
 
 M&C Saatchi to acquire half of Philip Georgiadis' shareholding in Walker Media 
                                Holdings Limited 
 
M&C Saatchi plc is pleased to announce that it has agreed to acquire half of the 
issued ordinary shares held by Phil Georgiadis in Walker Media Holdings Limited 
("Walker Media").  Phil Georgiadis will retain the remainder of his 
shareholding. 
 
Walker Media is a media planning and buying company that Christine Walker 
founded with Phil Georgiadis and M&C Saatchi in 1997.  Walker Media is the 
eighth largest media agency in the UK, with annual billings in excess of £300 
million. 
 
As at today's date, M&C Saatchi owns 75% of the shares in Walker Media.  On 4 
May 2007, M&C Saatchi announced its agreement to purchase all of the shares held 
by Christine Walker in Walker Media which represented approximately 14% of the 
issued share capital of Walker Media.  Phil Georgiadis is currently the chief 
executive of Walker Media and as a result of his current position, the 
acquisition of the shares held by Phil Georgiadis in Walker Media ("Sale 
Shares") now being announced is a related party transaction under the AIM Rules. 
 
The Sale Shares represent approximately 4.75% of the issued share capital of 
Walker Media.  As consideration for the acquisition of the Sale Shares, Phil 
Georgiadis will receive an amount per share based on a valuation of the Walker 
Media group equal to 15.7 times the consolidated profit for the Walker Media 
group (after tax, interest, depreciation and amortisation) for the financial 
year ending 31 December 2007.  This will be satisfied by the issue of shares in 
M&C Saatchi to the value of £730,825, with the remainder to be satisfied by 
cash. 
 
This transaction is scheduled to complete on 2 July 2007.  M&C Saatchi have 
agreed to make a cash payment by way of initial consideration on such date equal 
to £2,134,038.  This will be subject to an adjustment payment in cash by either 
M&C Saatchi or Phil Georgiadis (as applicable) following the determination of 
the consolidated profit for the Walker Media group for the financial year ending 
31 December 2007. 
 
M&C Saatchi's directors, having consulted with Numis Securities Limited, 
consider the terms of the transaction to be fair and reasonable insofar as M&C 
Saatchi's shareholders are concerned. 
 
For further information: 
 
M&C Saatchi plc                                    020 7543 4500 
David Kershaw, Chief Executive 
 
Tulchan Communications                             020 7353 4200 
Celia Gordon Shute 
 
Notes 
 
Walker Media started trading in January 1998 as a 50:50 joint venture with M&C 
Saatchi. In July 2004 M&C Saatchi acquired a further 25% of Walker Media's 
shares when the Company was launched on the London AIM market.  On 4 May 2007, M 
&C Saatchi announced its agreement to purchase all of the shares held by 
Christine Walker in Walker Media which represented approximately 14% of the 
issued share capital of Walker Media. 
 
 
                      This information is provided by RNS 
            The company news service from the London Stock Exchange 
END