Subject to shareholder approval, Creston will acquire TMW for a maximum consideration of £38.3m in a cash and shares arrangement; the maximum consideration for ICM research will be £37.2m.
TMW is the UK's largest independent direct marketing agency and the ninth largest by gross profit. Its clients include British Airways, Diageo, COI, Lloyds TSB, Nissan, T-Mobile and Unilever. Its services include strategic planning, digital marketing and data management. The TMW Group had aggregate turnover for the year to December 31 2005 of £23.1m with pre-tax profit of £3.37m.
ICM clients include Vodafone, Wanadoo, Norwich Union, Dixon Store Group, Saga, O2 and Orange. In the year to June 30 2005, its turnover was £14m with pre-tax profits of £2.48m.
Don Elgie, chief executive of Creston, said: "ICM and TMW are best of breed, have proven track records over many years and strong management teams that will remain with the businesses.
"As part of the Creston Group, ICM and TMW will continue to operate autonomously, whilst benefiting from the cross-selling opportunities that exist within the group, together with gaining access to all the resources they need to ensure that they are able to maintain the drive to growth and excellence in their businesses."
The acquisitions represent a significant addition to Creston's four operating divisions -- Brandcom, Insight, Marcoms and Public Relations. Last year, the group bought ad agency DLKW and healthcare PR firm Red Door.
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