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CloserStill buys UKI Media & Events

The fast-growing, UK-based trade show company CloserStill Media is acquiring the privately-owned transport events specialist UKI for a price believed to be £100-120mn (10-13x operating profit for 2023). Confirmation of the deal comes just two months after Flashes & Flames speculation of a potential sale had been vociferously denied by owner Tony Robinson. (In June, we had erroneously reported that RX was acquiring the company.)

The £30mn-revenue UKI Media & Events organizes 17 B2B exhibitions and publishes 13 magazines in transport technology, and is based in Surrey, outside London. It was founded by Robinson who had been a sales director in B2B magazines, which is where UKI started. But, despite consistently good margins and historically strong growth revenue, few UK media people know much about either the founder or his high-performing company. Its events – primarily in the UK and across Europe – are focused on car design and development, aviation and transportation. In its latest filings, the 80-person UKI was debt-free, had £15mn of cash and net assets of £8mn.

The £140mn-revenue, 15-year-old CloserStill Media operates trade shows in learning, healthcare, technology and veterinary. It has events in London, Birmingham, Paris, Berlin, New York, Singapore, Las Vegas, Austin, Orlando, Chicago, Reno, Frankfurt, Cologne, Madrid, Barcelona and Marbella including: the London Veterinary Show, Cloud Expo Europe,  Data Centre World, The Pharmacy Show, Learning Technologies, DevLearn, Zukunft Personal and The Dentistry Show.

It is 65% owned by Providence private equity and is headed by co-founder Philip Soar, a 30-year veteran of trade shows having been CEO of the former Blenheim Exhibitions, before which he had been a publisher and author. This latest acquisition seems set to increase CloserStill revenue by at least 25% with the transportation and infrastructure sector becoming a major new diversification for the company – and significantly expanding its reach in North America, Europe and Asia,

UKI was founded in 1991 as AutoIntermediates Ltd, before becoming UK & International Press. By 1997, it had moved into exhibitions. In 2000, it became UKIP and, in 2018, reverted to UKI after ‘UKIP’ was adopted by a fringe political group (the UK Independence Party).

Its most profitable brand is the 24-year-old Automotive Testing Expo, a multi-destination event which takes place annually in Stuttgart, Shanghai and Detroit; and every two years in Chenai and Seoul. Alongside the core exhibition are complementary events including Automotive Interiors, Global Automotive Components & Suppliers, Autonomous Vehicle Technology, and conferences. It also publishes the quarterly Automotive Testing Technology International, a 15k-circulation, 190-page quarterly print and digital magazine. Other major brands include: Meteorological Technology World, Passenger Terminal Expo, Professional Motor Sport, and Electric & Hybrid Marine World.

Robinson: a 30-year emphasis on organic development

The events strategy saw Robinson following a well-trodden path to European venues, especially in Germany where the exhibition halls are high-quality, reasonably-priced and the local authority owners are considered especially welcoming. It all helps to explain how Europe’s largest economy is home to so many international exhibitions, despite the UK-domicile of the organisers. The fact that the German automotive and engineering industries are also Europe’s largest is a bonus for UKI. Within 10 years of launching into exhibitions in 1997, they had become UKI’s main business but magazines have remained a key part of the offering to advertisers and exhibitors.

The company’s success, however, is down to its track record of developing technical exhibitions with great attention to the detail of providing on-site testing facilities, demonstrations and highly-rated conferences. As Robinson says: “I chose to specialise in Transportation and avoid merely developing products in multiple environments. This has enabled the company to develop considerable knowledge in our zone. We have also ignored growing through acquisition, instead developing organic launches from within.”

UKI’s profit this year is believed to be 35% up on 2022 when the founder had enthused in his statutory accounts: “A new requirement that has emerged from the shock of the last two years is the necessity to hold substantial cash reserves…I am particularly pleased that, despite refunding in excess of £3mn of advance payments during 2020-22, our cash holdings are currently at £19mn.”

Some 69% of revenue comes from Continental Europe (mostly Germany) and only 14% from the UK.

UKI Media & Events
£mn
2023**2022202120202019
Revenue30268.58.632.6
Op profit 9 6.7(3.5)10.1
Margin30%26%31%
** Flashes & Flames estimate

UKI revenue and its 30% operating margins have been propelled by an extraordinary commitment to rewarding its sales people. One told us he had been earning a £12k basic salary (some years ago) but got 10% commission on all sales up to a target, 12.5% on all sales if he exceeded the target, and a corresponding jump to 15% beyond a super-target. 

The result was that – pre-covid – many UKI sales people had been earning more (some much more) than £300k year after year, not just for new exhibitions but also for repeated events which (you assume) might involve rather less sales effort: “I like to create an environment where, if I am making a lot of money, some of my key people should be enjoying the fruits of success as well. We do pay sales people what some may say are exotic amounts of money. I have always believed in big incentives and fabulous commission packages.”

Notably, the company’s filings even for 2022 show that the average remuneration per employee was £100k. It’s no surprise that UKI has plenty of 10-15 year employees; people seldom leave which is, perhaps, another reason why the industry at large doesn’t know much about the high-performing company.

Always the star sales director, Robinson has netted almost £30m in the last 16 years from divestments. In 2007, he sold the Aircraft Interiors Expo and related shows to Reed Exhibitions for £22.7m (10x EBITDA). In 2019, he sold 12 magazines to the Mark Allen Group for £6.2m (4x EBITDA). He has told insiders he would only sell the whole of UKI for a price above £100mn – which he has now succeeded in doing.

The UKI acquisition marks the latest chapter in the dramatic progress of CloserStill. It is four years since January 2019 when Providence Equity Partners paid £127.8mn for a 65% stake . The price, based on an estimated 2018 operating profit of some £15m, came just six years after CloserStill had been valued at £25m by Phoenix Private Equity which was able to flip its investment to Inflexion in 2015 with the company then valued at £125m, even though operating profit that year was just £1.2m. Providence has previously owned Clarion Events (sold to Blackstone in 2017 ) and George Little Management (sold to Emeraldx in 2011).

In February this year, Soar said CloserStill – which has long had a meetings format at the heart of most of its events – was comprehensively ahead of 2019: “Of course, you could argue that we are fortunate in that our core markets are UK, France, Spain, Germany and the US – and half our business is medical/healthcare. We don’t have the AsiaPacific where a lot of organisers cannot yet get back to 2019 – or Russia. Digital will be a helpful adjunct in the right sectors where one can add digital content to an existing event and keep in touch with an audience for 365 days a year. That, of course, assumes that the audience is interested in a trade show organiser being in touch 365 days a year – by far the biggest question.”

£mn
CloserStill Media
2022*202120202019
Revenue98.031.418.871.7
Total costs69.033.923.850.2
EBITDA29.0(2.5)(5.0)21.5
Margin30%30%
Headcount277305297
Attendees (live and virtual)132k69k223k
*Flashes & Flames estimate

The CloserStill chair, who regularly provides insightful commentary on exhibitions, was among the first industry leader to report – in 2021 – that his company was “back to normal” after the pandemic, especially in the US.

He also told us why CloserStill had become so successful, so quickly: “We are the only significant company in the industry where the staff still own a large slice of the equity (c36%) and where the norm is to issue shares (not share options) to all staff who want them. In the whole history of the UK exhibitions industry, there have only been three occasions when a single company has won more than three awards in a single night. In each of those three cases, that company was CloserStill – including seven in a weird night in 2014, despite it only being the third year we had even entered for anything. We have won no fewer than eight “Best Trade Show” awards. Of course, the most public acclamation was being awarded the “Sunday Times Best 100 Places To Work” in three consecutive years 2018, 2019 and 2020. Before you ask, they didn’t run the award in 2021.”

Those accolades were, of course, back home in the UK. But Philip Soar’s latest and largest deal makes CloserStill much more significant on the world stage. UKI is its third acquisition so far this year, adding a total of at least £50mn to annualised revenue. It is targeting £200mn revenue in 2024 (doubled in two years). We reckon it has just leapt from 20th to at least 15th place in the STAX/ AMR table of the world’s largest trade show companies. Some way above them are the (still privately-owned) EasyFairs and the world’s fourth largest trade show company, the pe-owned Clarion Events. CloserStill is getting Closer Still.

CloserStill Media