Alchemy secures majority stake in Incisive Media

Greg Gille
08 January 2015

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Turnaround specialist Alchemy Partners has secured a majority stake in Incisive Media, the publisher of B2B titles including unquoteт, via a debt-for-equity swap.

RBS is no longer involved in the company as a lender or shareholder, having sold its stake to Alchemy in May last year. HIG credit arm Bayside, Permira-managed Legico and Bank of Ireland also became stakeholders in the business as part of the deal. Incisive's management will retain a stake in the company.

The deal – which had been in the works for around a year – will see Incisive's debt pile reduced from £110m to £25m, resulting in significantly reduced interest payments.

Although future bolt-ons remain a possibility, the main focus for the business will be organic growth, according to Incisive CEO Tim Weller (pictured). The business will notably be reorganised into two main units, Incisive Insight and Incisive Business, to better reflect different business models.

Alchemy stated it would act as a "long-term" shareholder. The firm has been invested in Incisive since November 2013. It closed its third fund, Alchemy Special Opportunities III, on its hard-cap of £600m in April 2014.

Previous funding
Incisive Media Plc was delisted from the London Stock Exchange in 2006 in a deal led by Apax Partners. Incisive Media had a market capitalisation of £199m with an enterprise value of £245m, excluding fees. Apax provided an equity investment of approximately £100m to take a 62% stake in the company. Debt financing totalling £171m was arranged, structured and underwritten by RBS. Term debt consisted of a £25m A-tranche; B- and C-tranches worth £51m; mezzanine totalling £44m; and a £25m acquisition facility.

In 2009, senior lenders took over the company following a debt-for-equity swap. Apax Partners' stake in the UK business was subsequently slashed from 61% to less than 2%. Management retained a 10% stake, while mezzanine lenders secured a 5% stake. The restructuring reduced the UK business's debt by £111.6m, leaving it with approximately £110m, including £65m of senior and £45m of PIK. The facilities were set to mature by the end of 2013.

Company
Incisive Media was founded by Tim Weller as City Financial Communications through the launch of Investment Week in November 1994. It became Incisive Media in July 2000 following the acquisition of Timothy Benn Publishing, before floating on the London Stock Exchange later that same year.

The publisher focuses on business-to-business publications such as Risk, unquote", Legal Week and Professional Pensions.

The company generates revenues of around £65m, with profits of around £8m. It employs 600 people.

People
Paul Bridges, Ian Cash, Toby Westcott and Ian Neill worked on the deal for Alchemy. The latter three will join the company's board following the refinancing. They will be joined by former Emap and Informa CEO David Gilbertson.

Dame Helen Alexander and Brian Larcombe stepped down from their respective roles as non-executive chairman and non-executive director.

Tim Weller is the CEO and chairman of Incisive Media.

Advisers
Company – Gleacher Shacklock (Corporate finance); MacFarlanes (Legal); PwC (Financial due diligence, tax).
Lenders – Freshfields (Legal); Kirkland & Ellis (Legal).