The Meet Group Announces Definitive Agreement to be Acquired by ProSiebenSat.1 and General Atlantic

  • Vision of creating leading global player in the online dating segment by combining NuCom’s Parship Group with The Meet Group
  • Cash price to Meet Group shareholders of $6.30 per share, valuing thecompany at approximately $500m enterprise value
  • Acquisition multiples for The Meet Group: EV/LTM Sales 2.4x, EV/LTMAdj. EBITDA 12.8x / incl. full run rate synergies <10x (1)
  • Acquisition to be adj. net income accretive for ProSiebenSat.1 in firstyear (pro forma 2020E)
  • ProSiebenSat.1 committed to its financial leverage target range of1.5x-2.5x
  • Transaction expected to close in the second half of 2020
  • After the successful closing, Parship Group will cover the completespectrum of the online dating market: from science based online
    dating to interactive live video apps

Munich/Hamburg, March 5, 2020. ProSiebenSat.1 and General Atlantic teamed up to sign with their joint company NuCom Group an agreement for the acquisition of the US online dating and social entertainment provider The Meet Group (NASDAQ: MEET). The goal is to create a leading global player in the online dating segment by combining NuCom’s portfolio company Parship Group with The Meet Group. The cash price consideration to The Meet Group’s shareholders is $6.30 per share, valuing The Meet Group at approximately $500m enterprise value. The acquisition is expected to close in the 2nd second half of 2020 and is subject to the satisfaction of customary conditions, including approval of The Meet Group’s shareholders and receipt of required antitrust and regulatory approvals.

Two leading businesses with complementary strengths and unique product offerings in their respective highly attractive market segments
After a successful closing of the transaction, Parship Group will cover the complete spectrum of the online dating market. The Meet Group’s fast-growing dating and social entertainment apps with brands such as MeetMe®, Tagged® and Lovoo® meet the universal need for human connection. The established and well-known brands Parship, eharmony and ElitePartner offer science-based online dating to create long-term relationships. By combining their industry expertise as well leveraging their complementary fit and user bases in the core markets, Parship Group will become a global leader in the online dating market with expected double-digit annual revenue growth rates.

Max Conze, CEO, ProSiebenSat.1 Media SE: “The acquisition of The Meet Group is one of ProSiebenSat.1’s largest transactions. It will significantly advance our ambition to create one of the leading global players in online dating and interactive live video. We believe the combination of these two successful and complementary businesses will also create synergies within the ProSiebenSat.1 universe and accelerate the growth of our market share in the German live video apps sector.”

Industry leader with innovative and interactive live video offer
The Meet Group‘s apps are positioned at the intersection of online dating and social entertainment. Its main markets are North America, Germany and Southern Europe. In total the brands of The Meet Group have approximately 4.46m mobile daily active users, focusing on a target group of men and women between the age of 18 and 34 years+. The Meet Group apps represent a highquality product expansion for the Parship Group, diversifying revenues from 100% subscription towards virtual gifting and advertising. The company, which is listed on NASDAQ, generated approximately $206.6m of revenues and approximately $39.5m of Adjusted EBITDA1 for the twelve months period ending September 30, 2019.

Attractive value creation by strengthening core vertical of NuCom Group
NuCom Group has a proven track record of successful value creation for investors and their portfolio companies. Over the past four years, NuCom Group has established a profitable online matchmaking platform – Parship Group – through the acquisition of Parship and ElitePartner in Germany in 2016, followed by the acquisition of US-based eharmony Group in 2018, globalizing the company. The acquisition of The Meet Group with its leading portfolio of mobile dating apps will further diversify the matchmaking and dating platform, and will
scale the combined entity’s geographical presence and breadth.

Joern Nikolay, Managing Director General Atlantic: “Nearly two years ago, we entered into this partnership with ProSiebenSat.1 and NuCom Group with a clear mission to create category leaders. The Meet Group is an innovative and growing company that is a natural fit with the Parship Group, and the transformative combination of the companies will move us closer toward our vision of creating a global leader in the online dating segment. We are proud to be a partner of both ProSiebenSat.1 and NuCom Group as we work to create
long-term value and growth.”

Geoffrey Cook, CEO, The Meet Group: “We are excited about this transaction and the significant benefits resulting from a combination with NuCom’s Parship Group. We look forward to joining forces with Parship Group and leveraging their industry experience to continue to advance our mission of helping users connect in a meaningful way.”

Tim Schiffers, CEO Parship Group: “Following the successful acquisition of eharmony, we have proven that we can manage new businesses and accelerate their growth by combining the best of both worlds. We continue to consolidate our position in the online dating market and extend our business model by adding social entertainment. I am looking forward to working with our new colleagues to solidify our international footprint.”

Deal structure demonstrates excellent collaboration between ProSiebenSat.1 and General Atlantic
ProSiebenSat.1 Group and General Atlantic will jointly finance the acquisition with cash contributions of $232m (EUR 209m (2)) and $306m (EUR 276m (3)),respectively. NuCom Group, which is jointly owned by ProSiebenSat.1 and General Atlantic, will contribute Parship Group to a newly formed company. After completing the transaction, ProSiebenSat.1 Group will hold 55% of the merged online dating business, whereas General Atlantic’s stake will amount to 45%. The envisaged shareholding structure also takes a pre-merger Enterprise Value
for the Parship Group of EUR 726m into account.

The acquisition multiples for The Meet Group are EV/LTM Sales of 2.4x, EV/LTM Adjusted EBITDA of 12.8x, reducing to < 10x including full run rate synergies (full run rate synergy potential expected to be realized by 2022). The acquisition is expected to be adjusted net income accretive for ProSiebenSat.1 in the first year (pro-forma full year 2020E). The acquisition will increase the net debt position of ProSiebenSat.1 Group by c. EUR 209m (4) and will result a slight increase of financial leverage (pro-forma full year 2020E). However, ProSiebenSat.1 Group is strongly committed to its targeted financial leverage in the range of 1.5x to 2.5x. 

(1) Adj. EBITDA definition according to The Meet Group
(2) Based on EUR/USD exchange rate of 1.11.
(3) Based on EUR/USD exchange rate of 1.11.
(4) Based on EUR/USD exchange rate of 1.11, subject to condition at closing date.