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10-K Watch: Getty, WPP, IAC, Valueclick, Akamai, Navteq, Media General
The world’s going crazy with 10-K’s...and we’re making it easy for you. Our motto, just in case you didn’t know: We kill ourselves, so you don’t have to.
Some of the main ones below with some relevant points culled out:
-- Getty (
NYSE: GYI) Images: The images company is in the process of being bought out by PE firms. From its 10-K: “On February 25, 2008, we announced that we entered into an agreement to be acquired by entities affiliated with Hellman & Friedman, LLC....A class action was filed against Getty Images and its current Board of Directors purporting to assert claims on behalf of the Company’s shareholders relating to the proposed going private transaction announced by the Company on February 25, 2008.” That was quick…
-- WPP: From its 10-K: “During 2007, we made eight acquisitions, of which the most significant were: a) a full-service advertising agency in Latin America, b) Reprise Media, which is a full-service search engine marketing firm in North America, c) the remaining interests in two full-service advertising agencies in India in which we previously held 49% and 51% interests, d) a professional healthcare services business in the U.K., and e) a branded entertainment business in the U.S. Total cash consideration for our 2007 acquisitions was $140.4 million.”
-- IAC: From its 10-K: “During January 2008, the Company completed the acquisitions of Paciolan, Inc. and GET ME IN! Ltd, and an investment in The HealthCentral Network. During February 2008, the Company completed its acquisition of TicketsNow International, Inc. The aggregate consideration for these transactions is approximately $450 million.
Also, this, which is interesting on the Ask.com side: “Selling and marketing expense in 2007 increased $77.7 million from 2006, primarily due to increases of $25.8 million from the Media & Advertising sector...the increase in selling and marketing expense from the Media & Advertising sector was primarily due to an increase of $10.6 million in advertising and promotional expenditures related primarily to Ask.com’s 2007 ad campaign, as well as an increase of $10.4 million in compensation and other employee-related costs. Advertising and promotional expenditures at the Media & Advertising sector were favorably impacted by the reduction in 2007 marketing expense of $17.4 million, resulting from the capitalization and amortization of costs associated with the distribution of toolbars, which began on April 1, 2007.”
-- Valueclick: From its 10-K: “On July 30, 2007, we completed the acquisition of MeziMedia, a leading operator of U.S. comparison shopping websites. Under the terms of the agreement, we acquired all outstanding equity interests in MeziMedia for initial cash consideration of $96.3 million, net of cash acquired of $18.9 million, plus approximately $700,000 in transaction costs, resulting in a total initial cash consideration of $97.0 million. In addition to the initial cash consideration, the shareholders of MeziMedia earned $106.1 million in cash consideration for achieving certain revenue and earnings performance targets for the year ended December 31, 2007. The shareholders of MeziMedia may also be entitled to additional contingent cash consideration based on the achievement by MeziMedia of certain revenue and earnings performance targets for the years ending December 31, 2008 and 2009. Total cash consideration, which includes the $97.0 million initial cash consideration, including transaction costs, and the $106.1 million cash consideration related to fiscal 2007 performance, will range between approximately $203.1 million and $348.8 million, depending on whether the performance targets are met for the years ending December 31, 2008 and 2009.”
-- Akamai: From its 10-K: Its acquisitions:
”Red Swoosh: On April 12, 2007, the Company acquired all of the outstanding common and preferred stock of Red Swoosh, including vested stock options, in exchange for approximately 350,000 shares of Akamai (
NSDQ: AKAM) common stock...The aggregate purchase price was $18.7 million, which consisted of $18.4 million in shares of Akamai common stock, $4,000 in fair value of Akamai stock options issued, and transaction costs of $0.2 million, which primarily consisted of fees for legal services.
Netli: On March 13, 2007, the Company acquired all of the outstanding common and preferred stock, including vested and unvested stock options, of Netli in exchange for approximately 2.8 million shares of Akamai common stock and options to purchase approximately 400,000 shares of Akamai common stock. The aggregate purchase price was $154.4 million, consisting of $139.4 million in shares of Akamai common stock, $14.1 million in fair value of Akamai stock options issued, and transaction costs of $0.8 million, which primarily consisted of fees for financial advisory and legal services.
Nine Systems: On December 13, 2006, the Company acquired all of the outstanding common and preferred stock, including vested and unvested stock options, of Nine Systems in exchange for approximately 2.7 million shares of Akamai common stock, approximately $4.5 million in cash and options to purchase approximately 400,000 shares of Akamai common stock. The aggregate purchase price, net of cash received, was approximately $157.5 million, which consisted of $133.3 million in shares of Akamai common stock, $19.1 million in fair value of Akamai’s stock options issued, $4.5 million in cash and $0.6 million of transaction costs, which primarily consisted of fees for financial advisory and legal services.”
-- Navteq: From its 10-K: “Acquisition of Mapsolute: On November 6, 2007, NAVTEQ (
NYSE: NVT) Germany acquired all of the outstanding capital stock of Mapsolute for a total purchase price of approximately $42 million, subject to certain potential purchase price adjustments. Mapsolute is one of the leading suppliers of geographic software for interactive mapping applications...Mapsolute also operates Map24.com, which is one of Germany’s most visited consumer mapping portals.”
-- Media General: From its 10-K: “The 2006 purchase of four NBC television stations included their associated websites. These websites contributed revenues of $1.8 million in 2007 and $1 million in 2006...the Interactive Division generated robust double-digit revenue growth (up 32% from 2006) and reduced its operating loss by 54% from the prior year as revenue growth outpaced higher expenses. Blockdot was an instrumental factor in the Division’s success as Blockdot transformed an operating loss of $1.2 million in 2006 into operating profits of $2.6 million in 2007. IMD revenues increased $8.3 million with two-thirds of that growth coming from Blockdot, where advergaming revenues tripled. The remaining divisional revenue growth was generated by a 41% increase in Local online advertising as banners and sponsorships showed solid growth, combined with National/Regional online revenues that more than doubled as strengthening relationships with an expanding network of national agencies translated into more advertisers.”
-- Verisign: From its 10-K: On selling off a 51 percent majority stake in Jamba to News Corp (
NYSE: NWS). “Fox paid VeriSign (
NSDQ: VRSN) approximately $192.4 million in cash for the divestiture of 51% of its ownership interest in Jamba and VeriSign paid Fox approximately $4.9 million in cash for its contribution of Fox Mobile Entertainment assets. The Company recognized a gain of approximately $68.2 million upon the divestiture of its majority ownership interest in Jamba and recorded its interests in the joint ventures as investments in unconsolidated entities in accordance with the equity method. As of December 31, 2007, the Company had a balance of $109.8 million in investments in unconsolidated entities related to the joint ventures...During the third quarter, the Company invested an additional amount of $17.2 million pursuant to capital calls approved by the board of managers of the ventures, and recorded the amount as investments in unconsolidated entities. The purpose of the capital calls was to fund the ongoing business and working capital needs of the joint ventures. Under the terms of the joint venture agreements, the Company has agreed to invest an additional amount of approximately $15.6 million in the two joint ventures. In 2007, the Company provided a working capital loan of $15.0 million under a promissory note to the joint ventures. This loan is outstanding as of December 31, 2007, and is included in Other assets.”
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