Avast plc (LON: AVST), a leading global cybersecurity provider, has today announced that its subsidiary, Avast Software B.V., has agreed to sell 35% of the fully diluted share capital of Jumpshot, Inc. to WGSN, Inc. a wholly owned subsidiary of Ascential plc.
Jumpshot specialises in marketing analytics, providing insights about broad online consumer behaviour to ecommerce and other partners. The Transaction creates a strategic partnership, intended to capture product and market synergies. Ascential’s expansive customer base and global footprint will provide a valuable platform for Jumpshot’s future growth. Deren Baker, CEO of Jumpshot, will continue to lead Jumpshot following closing.
Ascential will pay $60.76m (on a debt-free / cash-free basis) in cash on closing for the Sale Shares. Closing is conditional on receipt of approval from German antitrust authorities, the entry by Avast, Jumpshot and Ascential into a shareholders’ agreement relating to Jumpshot, and the entry by Jumpshot and Ascential into a data license agreement. Closing is currently expected to occur on or around 31 August 2019.
Following the Transaction, the remaining 65% of Jumpshot’s fully diluted issued share capital will continue to be held by its current shareholders, comprising primarily Avast Software B.V., with minority stakes held by participants of Jumpshot’s stock option plan.
The Shareholders’ Agreement will grant a put and call option in relation to an additional 16% of Jumpshot’s fully diluted share capital, which is exercisable by the Group and Ascential (as the case may be) upon certain performance criteria being satisfied. Neither option can be exercised prior to January 2021. The total consideration payable by Ascential for 51% of the fully diluted share capital of Jumpshot will not exceed £300m.
Ondrej Vlcek, Chief Executive Officer, Avast plc, said:
“We believe Ascential is the ideal partner to help Jumpshot move to the next level. The synergy potential of combining Jumpshot with Ascential’s global reach, product roadmap and customer base will enable Jumpshot to accelerate growth and product development.”