Ascential plc has announced its proposed sale of its digital commerce business, Digital Commerce, to Omnicom Group Inc. for a total enterprise value of $900 million (£741 million). The expected proceeds from the sale, after adjustments, are approximately $775 million (£638 million). Additionally, Ascential plans to sell its product design business, WGSN, to Wind UK Bidco 3 Limited for a total enterprise value of up to £700 million. The proceeds from the sale of WGSN are expected to be approximately £572 million.
The combined enterprise value of the two sales is £1.4 billion, with cash proceeds of £1.2 billion. Following the completion of the transactions, Ascential intends to distribute approximately £850 million to its shareholders. This represents 89% of Ascential's market capitalization prior to the announcement. The remaining proceeds will be used to pay taxes, transaction and separation costs, and to repay drawn amounts under Ascential's current debt facility.
After the sales, Ascential's world-leading Events business will continue as an independent, UK-listed company. For the twelve-month period ended June 30, 2023, Events delivered revenues of £213 million and Adjusted EBITDA of £85 million. The company expects to fund its standalone Events business with new debt facilities, targeting a Net Debt to Adjusted EBITDA ratio of 1-2x over the medium term.
The proposed sales are subject to shareholder approval and regulatory conditions. The transactions are expected to be completed by the end of Q1 2024. Ascential also reports that the Board of Hudson MX, in which Ascential is a 36.5% shareholder, has initiated a sale process for the business. Omnicom, the proposed acquirer of Digital Commerce, has confirmed its participation in the sale process for Hudson MX.