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"This deal secures the legacy of the agency" - Behind the scenes of IPG's Lowe and Partners acquisition of Profero

And so 2014 has begun as 2013 ended, with a major digital agency acquisition on an international scale in the form of Profero's buyout to become part of Interpublic Group's (IPG) Lowe and Partners.

The deal, brokered by Results International, has been in the works for around nine months, The Drum understands.

According to Andy Collins, senior partner Results, who was appointed by Profero back in the Autumn of 2012 to help find a suitable acquirer, IPG began talks in late Spring of 2013. As they did, other interested parties also came out of the woodwork, but by that time the synergy between both parties had already become apparent. Lowe was looking for a pure-play digital agency with an international presence, especially in New York and China, while Profero was drawn by the opportunity to work with its blue chip client list, especially Unilever.

"Lowe and Partners had a real issue as it needed real strength with the pure-play digital offering internationally and Profero with around 500 people, all being digital natives, will give them a much stronger digital offering internationally," explains Collins.

The deal will also allow Profero, which has offices around the world - China, Japan, Singapore, New York, Singapore - to expand into Brazil as a result of this deal and open up other territories for them.

"It's mutually beneficial but there is going to be quite a lot of integration in terms of pulling the two groups together," predicts Collins, who is unable to discuss the value of the deal but reveals that the major digital agency acquisitions of AKQA by WPP and LBi by Publicis in 2012 were used as 'a marker' in terms of forming a view of valuation.

The deal will see Profero's main players, including founder and global CEO Wayne Arnold, tied to the company for just under three years.

Collins explains the thinking behind the length of that agreement, insisting that all involved are in it for the long-term; "It becomes increasingly hard to run it as a siloed business because increasingly there will be a need for further integration over time."

He also admits that the deal was "complex" despite the initial terms established on the first day being adhered to by the acquiring company.

"While it is a privately owned group, there were over 130 shareholders and quite a lot of shareholders were early stage investors or ex-employees. To address the various shareholder groups, it was more akin to a listed company transaction," he continues, adding that Profero also had a number of minority shareholders who needed to be bought out, as well as different shareholder groups as well.

He concludes by responding to the inevitable question as to what the buy-out of yet another independent digital agency will mean for the landscape, which has changed "dramatically" in recent years. He states his belief that any remaining independent pure-play digital agency will now struggle if limited to operating in one country.

"They could become more marginalised overtime, particularly within the mature markets. There's generally a need for traditional companies to offer a more global offering where a lot of pure-play digital agencies really struggle to get to the top table. The remaining independents could become marginalised. There is a need to offer an international offering. I sense that its a tough market if you are an independent digital agency in the UK now. It's low growth and it's thought to make good margins."

Dale Gall, CEO of Profero London adds that the acquisition will see everyone remain in position of what will now be referred to as Lowe Profero, explaining that "the world was going a certain way" and that doing the deal meant that it had "secured the legacy" of the agency.

"Lowe is a jewel in the IPG Crown that needs to be stronger in the digital area and we can see this being mutually beneficial," he told The Drum.

It's very likely that this is only the first of many more similar deals to come in 2014, with the biggest and likely the catalyst, Publicis Omnicom, now just a few short months away from completion and altering the agency landscape once more.

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