The Acquisition Will Create One of the Largest Independent Digital Video Advertising Marketplaces
RhythmOne plc has entered into a definitive agreement with YuMe, Inc. to acquire all its issued and to be issued share capital. The transaction, which is expected to close by Q1 2018, will see that YuMe Shareholders receive US $1.70 per Share in Cash and 7.325 shares of RhythmOne Stock which equates to total consideration of approximately US $185 based on current exchange rates.
According to RhythmOne, the combination of the companies will bring together demand-side and supply-side strengths in the fast growing segments of mobile, video, connected TV (CTV), and programmatic trading. The combined marketplace is expected to be a top five comScore ranked marketplace that will facilitate connections between thousands of advertisers and a massive supply of brand-safe inventory.
The acquisition accelerates RhythmOne’s strategy to build a unified programmatic platform with unique audiences of differentiated quality at scale, according to RhythmOne CEO Ted Hastings.
“Through YuMe, RhythmOne gains access to premium video supply including emerging, high-value connected TV inventory, unique customer insights, cross-screen targeting technology and established demand relationships. We believe this combination will give RhythmOne the resources, relationships and talent to drive value for its shareholders, and true a return on investment,” he added.
Hastings will continue in his role as President and CEO of the combined company. Additionally, YuMe will appoint two directors to the newly constituted board of directors, one of whom will be Yume Chairman Eric Singer, who will become the Chairman of the Board.
“After a comprehensive review of strategic alternatives, the YuMe board concluded that the combination with RhythmOne is in the best interest of all stockholders,” Singer explained. “This combination will provide immediate scale and will allow us to build upon the significant financial improvements underway in both companies. I look forward to serving the stockholders as chairman of the combined company upon closing and to guiding the team in realizing the combined company’s mission.”
YuMe’s directors and officers and stockholders owning more than 10% of YuMe, and each of their respective affiliates, who among them hold approximately 31.6% of the issued YuMe shares, have signed tender and support agreements consenting to tender their share and not to offer, sell, grant any option to purchase or otherwise dispose of any RhythmOne shares received by them for a period of six months from closing of the transaction.