The acquisition marks a continuation of St Ives' strategy to create a complementary range of digital and marketing services, while reducing its exposure to commoditised print markets.
Response One, which specialises in the design and delivery of data-driven customer communications, is expected to generate an underlying EBITDA of £2.5m on revenue of £25m for the year ended 31 October 2011.
St Ives has agreed to pay a multiple of 6.5x the audited EBITDA of Response One for the same period, up to a maximum of £19m, for all the issued share capital of the business, on a cash and debt-free basis.
Around 70% of the total consideration will be paid in cash with the balance made up by the issue of approximately 7.5m new St Ives ordinary shares. The vendors are founders and majority shareholders Patrick Sargeant and Tim Calvert-Jones and other employees.
St Ives chief executive Patrick Martell said: "Response One is an excellent fit with our growing portfolio of marketing services offerings and will give us the opportunity to sell a wider range of services across a broader customer group.
"The acquisition significantly enhances and extends the data-based offering we are able to provide to clients enabling them to maximise returns from their marketing campaigns. I am delighted to welcome Response One to the St Ives Group."
Following completion of the deal, Response One will operate as a subsidiary of St Ives and will continue to be managed by its existing management team from its current premises.
Response One has gross assets of £8.7m and employs 70 staff. In the year ended 31 October 2010 it recorded an underlying EBITDA of 1.5m on revenue of £19.1m.
Principal services supplied by the company include specialist media buying and sales; data quality insight and strategic campaign planning; and print management.
See next week's PrintWeek for more.
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