, a Norwegian supplier of high-end graphics tools used by the likes of ESPN, CNN and CBS, entered into a tentative agreement worth as much as $64.8 million to acquire Escenic, an Oslo-based provider of content-management and publishing software used by more than 500 Web sites in 14 countries.
Vizrt, which is publicly traded on both the Oslo and Frankfurt exchanges, would acquire 100% of Escenic, which has 71 employees in seven countries and did about $8.7 million in revenues last year, for 6 million shares of Vizrt. Based on Vizrt’s closing price Wednesday of 28.90 Norwegian kroners per share -- currently about $5.64 -- the deal is worth $33.8 million.
But Vizrt will also pay Escenic shareholders an additional consideration of up to 5.5 million shares, worth roughly $31 million based on current share-price and exchange rates, if certain financial targets are met for 2008 and 2009. Escenic expanded internationally in 2007 with new offices in Sweden, the United Kingdom, Germany, the United States and Bangladesh and grew its headcount by 85%, and the company is forecasting continued revenue growth.
Vizrt said 65% of the shareholders in Escenic already consented to the proposed deal and remaining shareholders will receive the same offer. The acquisition is also subject to customary due diligence and a satisfactory sales and purchase agreement.
Vizrt foresees major product synergies between its TV-related products and Escenic's Web-related products, and it said the companies already started integrating their systems in advance of the National Association of Broadcasters' 2008 NAB Show in Las Vegas later this month. Vizrt added that the integration will allow journalists and editors to search and add video content to online articles directly from Escenic’s content-management-system interface and allow broadcasters to expand their Web efforts without duplicating staff.
“We see great synergy from a technology and market perspective with the combined strengths of Vizrt and Escenic,” Vizrt president and CEO Bjarne Berg said in a statement. “The merging of Vizrt’s real-time, 24/7 graphics solutions and Escenic’s highly regarded Web-publishing software creates a seamless bridge between Web and broadcast work flows. Vizrt’s 1,300 broadcasting customers worldwide and Escenic’s 500 media customers throughout the world provide an excellent expansion opportunity for both Vizrt and Escenic.”