Acquisition

Quarto Group Inc 13 July 2004 Quarto in $10.8 million Acquisition of US Book Publisher Implementing the first phase of its growth strategy, Quarto, the London-based and listed international book publisher, announces the acquisition of the business of Creative Publishing international (CPi), a publisher of how-to books based in Minneapolis, USA. The business being acquired publishes books in three categories: home improvement, lifestyle (including crafts), and outdoor activities, all special interest areas in which Quarto is already involved. The books are principally sold through bookstores and appropriate special interest retailers, e.g. major home improvement stores such as Home Depot, and Lowe's. Laurence F Orbach, Quarto's chairman and chief executive officer, said ' On March 2nd, the Board announced a growth strategy for Quarto through making selective and significant acquisitions, and accelerating organic initiatives. We are already boosting internal growth, with the launch, this month, of a new educational imprint. We are now taking the first step to implement our acquisition plans. CPi fulfils our criteria exactly. It publishes how-to and lifestyle books, is based in the world's largest publishing market, and has a very strong market position. Over the past 15 years, CPi has developed high-quality books featuring step-by-step photography, with nationally recognized brand partners like Black & Decker and Singer, the most respected and trusted names for consumers involved in home improvement and needle crafts. Its books reprint strongly, with backlist sales providing over 80% of revenues'. The consideration, for the net assets being acquired, is $7.5 million in cash, at closing, and $3.3 million in a convertible promissory note. As of December 31, 2003, the net assets being acquired had revenues of $18.3 million, and a book value of $7.9 million (this latter figure will be adjusted, as described below, to conform to Quarto accounting policies and practices). The acquisition is being financed by the provision of an additional $15 million facility by Lloyds Bank, which is joining Quarto's existing syndicated loan facility, and increases it to $60 million. The acquisition is expected to close in August. 'We expect the operating profit contribution from CPi to be in excess of our publishing division target of 10% of sales, and to enhance earnings on a full year basis. CPi is a pretty perfect fit with various other parts of Quarto and, additionally, because of its already substantial size, will allow us to leverage our book publishing infrastructure much more effectively. We continue to investigate further acquisition opportunities,' continued Mr Orbach. 'We're delighted that Lloyds TSB has decided to increase its involvement with Quarto. It's a tremendous vote of confidence in the Board's strategy, and the company's management.' ********** Ken Fund, President and CEO of Quarto's Massachusetts-based Rockport unit, and formerly of Simon & Schuster and HarperCollins Publishers, will oversee CPi's operations, with Linda Ball remaining in place as Publisher of CPi. The Rockport Publishing Group is made up of Rockport and its imprints Fair Winds Press and Quarry Books, as well as U.K.-based RotoVision and Apple Press. The acquisition will double the size of the Rockport Group. 'This acquisition marks a major turning point for us,' says Ken Fund. 'The Rockport Group is the strongest it's ever been. We're dramatically outperforming past years and we're well-positioned for growth' Founded in 1984, Rockport Publishers creates beautifully illustrated source books for professional designers and artisans in the categories of graphic design, architecture, and interior design. Its newest imprint, Quarry Books, provides practical general reference books in categories such as crafts, home decorating, pet care, and personal improvement. The group has experienced significant growth in the past three years from Fair Winds Press, Rockport's mind, body, spirit imprint, launched in 2001. 'Founded in 1969, CPi is a leader in how-to books on topics including home improvement, home decorating, sewing and crafting, and outdoors. We're experiencing a renewed sense of enthusiasm,' says CPi publisher Linda Ball. 'It's very exciting for us to join forces with a company like Rockport, with such a successful track record.' 'It's clearly a natural fit,' added Fund, who says: 'By pooling resources and sharing ideas and knowledge between the two companies, we see only opportunity after opportunity for growth throughout the Group. We're very excited about the future.' Fund also said that both companies will maintain separate and distinct identities. ********** The book value of the net assets being acquired, which comprises the major part of the net assets of Creative Publishing international, Inc., will be adjusted to conform to Quarto's accounting policies and practices. The most significant adjustment will relate to book production costs (excluding printing costs). CPi currently capitalises these costs, and amortises them over their estimated useful life. Quarto charges these costs against the first printing of a book. The effect of this, and other, adjustments necessary to conform to Quarto's policies and practices will be to reduce the book value of the net assets by approximately $10 million. Notes for Editors: Quarto's International Co-edition Book Publishing Division creates books which are licensed to other publishers for publication internationally. It also includes Regent and ProVision, which are Far East-based print broking and production services businesses, serving both third parties and the Group. Quarto's Publishing Division primarily publishes books, under imprints owned by the Group, and art prints, mainly for their domestic markets in the US and Australia. In addition, it includes two UK-based publishing services businesses primarily serving the point of sale display market, Western and AP Screen. In the year ended December 31, 2003, underlying pre-tax profit rose by 12.2% to £5.7m and underlying EPS by 5.7% to 22.3p - a fifth successive year of increase in underlying EPS. Dividends per share of 5.75p were up 10% and covered 3.9 x by underlying EPS. A Delaware registered corporation, Quarto's Head Office is situated in City Road, London EC1V 2TT, and its shares are fully listed on the London Stock Exchange. Enquiries: The Quarto Group, Inc Laurence F Orbach (Chairman & CEO) 020-7700 9003 Mick Mousley (Chief Financial Officer) 020-7700 9005 Bankside Consultants Limited Charles Ponsonby 020-7444 4166 Ian Payne 020-7444 4168 This information is provided by RNS The company news service from the London Stock Exchange
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