YPlan, the events discover and booking platform, has been acquired by publicly-listed media company Time Out Group for an initial price of £1.6 million — significantly less than the approximately £31 million that the London startup had raised. The acquisition is an all-stock deal too.
Investors in YPlan included well-known VCs Octopus Investments, Wellington Partners and General Catalyst, all of whom will likely have made a loss on what looks like a firesale of sorts.
Founded back in 2012, YPlan offers a mix of event tickets on its app and website to let you discover and book things to do in the city, and in that sense, despite the low price tag, it feels like a good for fit for Time Out.
The latter says that combined with its “high-quality curated content” the acquisition will help its monthly global audience of 137 million to discover, book and share what the world’s cities have to offer, “faster, easier and better than ever before”.
It’s also talking up YPlan’s tech and says the purchase is in line with Time Out’s post-IPO intention to invest in technology and product in order to grow the e-commerce side of its business and to expand its team of engineers.
(Noteworthy, the media company has also been investing in startups, including backing restaurant and bar tech platform Flypay’s Series A.)
“The technology will further enable the Company to manage transactions between consumers and businesses in-house, improving the user experience. The Acquisition also brings a talented product development and technology team, with the specific know-how to drive bookings and optimise the conversion rate of Time Out’s audience,” says Time Out Group in a statement.
So why did YPlan sell for so little? Time Out notes that the beleaguered startup generated a pre-tax loss of £6.2m in the last financial year filed.
But, perhaps in reference to major layoffs and a pivot in strategy at the end of 2014 and at the time of YPlan’s last fund raise, says that subsequent reductions in its cost base have “materially reduced losses in the current year”.
“Consequently, the transaction is expected to be mildly dilutive to Time Out’s earnings in the current financial year and broadly neutral in 2017,” adds the company.
Full public details of the transaction
Under the terms of the Acquisition, all consideration will be payable in Time Out ordinary shares. 1,166,644 shares will be issued and payable on completion with a value of £1.6 million based on a share price of £1.393 (being the average middle market price for the 30 days prior to completion). A deferred issue of ordinary shares with a value of up to £0.8 million is payable 12 months after completion subject to no warranty claims being made under the sale and purchase agreement. Shares issued as deferred consideration will be calculated with reference to, inter alia, the prevailing share price. All shares issued under the terms of Acquisition will be subject to lock up arrangements. Founders and employees will also participate in the Company’s Long Term Incentive Plan.
Application will be made for 1,166,644 new ordinary shares to be admitted to trading on AIM and it is expected that admission will take place on 26 October 2016.