Pitch Best Small Cap Deal 2020: Infoplaza – Weeronline.nl

Bekijk alle pitches & stem direct

Involved firms and advisors 

Involved firms and advisors buy side:
JSA Tax (Tax Advisory), Accuracy (Financial Due Diligence and M&A Advisory), deBreij (Legal Advisory Corporate M&A), Bolster Investment Partners (PE Management), Adagium (M&A Advisory), Clairfort (Legal Advisory Corporate M&A), KwikGielen Corporate Finance (Debt Advisory)

Involved firms and advisors target:
N/a

Involved firms and advisors sell side:
Nielen Schuman (M&A Advisory), Deloitte (Tax Advisory and Financial Due Diligence), Taylor Wessing (Legal ADvisory Corporate M&A) 

Pitch

Brief description deal / Deal outline
Bolster Investment Partners (“Bolster”) acquired a 42.5% stake in Infoplaza, a provider of weather forecasts and related content through various media channels and platforms, such as Buienalarm and Weerplaza. With Bolster’s investment in Infoplaza, Infoplaza simultaneously acquired Weeronline from HolidayCheck Group AG, an online travel agency listed on the German stock exchange. The merger of Infoplaza and Weeronline creates the largest weather platform in the Benelux. Collectively, the different labels inform over 10 million unique visitors per month via websites and apps and over 90% of Dutch media is provided with accurate weather information. The combination employs over 100 employees with offices in Houten, Amsterdam and Atyrau (Kazakhstan). 

Why should this deal win the Award for Best Small Cap Deal 2020?
In terms of complexity the Weeronline deal is likely to be unmatched with any other small-cap deal in 2020. From start to finish the process took over 8 months illustration the various interests of international suitors in the beginning and the complexity in finalizing the transaction as the process was influenced by the COVID-19 outbreak, a lack of volatile weather conditions in spring and an ongoing carve-out process for Weeronline to be able to operate as a stand-alone entity. 

From Bolster perspective we were dealing with two transactions as an investment in Infoplaza had to be realized while simultaneously acquiring Weeronline from a listed company with hard deadlines because of its own difficult situation. This meant due diligence, transaction documentation and negotiations in twofold and thus night shifts for all parties involved. As both companies thrive when vast amounts of users visit their platforms due to volatile weather conditions or holiday periods the COVID-19 outbreak and unprecedented dry periods in the spring of this year had a negative impact on current trading, making negotiations and attracting funding even more challenging. Despite the challenging environment faced during the process, both parties managed to bring the process to a satisfying end for all stakeholders involved. 

Deal rationale:
In 2019 as part of its new strategy HolidayCheck AG focused on the travel sector and was therefore considering disposing of some of its non-core assets. Weeronline and holiday rating portal Zoover were acquired in 2012. Due to this strategy change and accelerated by COVID-19 both companies were sold in August 2020. 

Because Infoplaza wasn’t admitted to the selling process of Weeronline on a stand-alone basis as they couldn’t fund the deal itself, Infoplaza approached Bolster Investment Partners to team up. In online marketing and advertising size does matter! The merger of Infoplaza and Weeronline creates the largest weather platform in the Benelux, with over 10 million unique visitors per month visiting apps or desktops such as Buienalarm or Weeronline. Both platforms have a “content for exposure” strategy thereby supplying media partners with weather related content. In over 90% of cases when on radio, television or printed media weather related content is published Weeronline or Infoplaza is the main source. The number #1 weather platform for consumers and Benelux media was established in August of this year, this is what creating value looks like! 

What is the impact of this deal for the company?
The acquisition of Weeronline is an important strategic step in realizing the joint ambition of becoming the number #1 weather platform in the Benelux. Both solid, reliable and scalable platforms require continuous development to increase traffic, monetization and improve user experiences. The combined development team can accelerate together and bring continuous development to a next level. Moreover, they can mutually benefit from each other’s specific expertise. Weeronline is a strong brand with user-friendly websites and clear apps. Infoplaza has more advanced weather technology in house. By connecting these in the right way the platforms become even more powerful and attractive, strengthening its market leading position in the coming years. 

What is the impact of this deal for the direct stakeholders?
The global spread of COVID-19 and the associated extensive travel restrictions in many countries, have completely wiped out the demand for holiday travel resulting in a significant negative impact on the HolidayCheck Group AG results. As such the seller benefitted from the sale as they could dispose of a non-core asset while at the same time use the proceeds to strengthen the company’s capital position and retain employment. 

The sellers of Infoplaza still retain a majority stake in the new combination and will remain responsible for running the day-to-day operations of the new merged business. With Bolster as a minority shareholder, they are in the optimal position to continue their course as entrepreneurs and to achieve their ambitions, with support and capital of Bolster Investment Partners.

What is the impact of this deal on society?
Everyday millions of people rely on information provided by Infoplaza. By a simple presentation of complex information, they help consumers and businesses to make the right decisions. Weather today plays a vital role in business dealings and day-to-day life around the world. Increasing volatile weather conditions could cause major operational disruptions and dangerous situations for consumers and for example operators and engineers on oil rigs. Therefore, it is of high importance to have accurate and to-the-point weather information. To provide clients with the most accurate weather information it is key to have the best people and technology inhouse. By merging Weeronline and Infoplaza, a platform is created that features the best weather experts, the best development team and computing capacity that is needed to advise businesses and consumers around the world. 

A few impressive examples include: 
• Global storm detection for offshore, airports and rail companies 
• Expected snowfall over 7 days leads to starting preparations for certain infrastructure already today (ProRail) 
• Providing insights into weather related risks for events and live monitoring to guarantee the safety of guests on festival terrains or soccer stadiums (Mojo Concerts, KNVB) 
• Help farmers making decisions by providing detailed weather information and specific agricultural advice to decrease the chance of crop failure

What was most complex about this deal?
Realizing multiple cascaded transactions at once of people driven organizations, including an organization taking over a business multiple times its own size, carving out one of the companies lacking own financial reports and support staff, timelines dictated by a German listed travel company hit hard itself, in a very competitive transaction process, deteriorating results of the targets because of COVID-19 and arranging transaction financing including subordinated debt when all counters are practically closed.

This transaction kicked off right at the start of the COVID-19 outbreak. The outbreak severely impacted the results of sellers, but also online advertisement prices dropped as advertisers cut back on their advertisement budget. In addition, a lack of commercial attractive volatile weather in spring impacted current trading of both companies.

Bolster as a long-term investor adopts a through-crisis mindset and believes both companies have a resilient business model and a sustainable market position. Although complex and challenging at times Bolster never lost track of its long-term goal in creating market leaders in attractive niches. 

Bekijk alle pitches & stem direct