Millennial Media Signs Definitive Agreement to Acquire Jumptap
Acquisition will strengthen Millennial Media’s position as the
largest global Independent Mobile Advertising Platform
BALTIMORE--(BUSINESS WIRE)--Aug. 13, 2013--
Millennial Media (NYSE: MM), the independent leader in mobile
advertising and data, today announced that it has signed a definitive
agreement to acquire privately-held, Boston-based Jumptap in a
predominantly stock transaction. Under the terms of the agreement, based
on Millennial Media’s closing share price on August 9, 2013, Jumptap
shareholders will receive approximately 24.6 million shares of
Millennial Media, corresponding to approximately 22.5% pro forma
ownership post transaction. The closing of the acquisition is subject to
the satisfaction of various customary closing conditions, including
approval by Millennial Media’s stockholders. Millennial Media has posted
a presentation on the Investor Relations page of the Millennial Media
website at http://investors.millennialmedia.com
which provides more details about the transaction.
Jumptap is a mobile advertising platform, which recently has taken a
programmatic and mobile-first approach to reaching audiences. Jumptap
has an audience profile store with over 100 million unique, data-rich
profiles, of which more than 44 million can be reached across various
screens – online and mobile. Jumptap supports its audience targeting
through partnerships with more than 20 third-party data providers.
Jumptap also has 55 issued patents and more than 50 patents pending,
covering broad aspects of the mobile advertising market.
Millennial Media’s market leading platform will now include Jumptap’s
offerings, and will result in consolidation and differentiated scale in
the fast-growing mobile ad market. The companies’ combined strengths in
brand and performance advertising, strategic position as a partner to
developers, advances in programmatic and real-time bidding, and the use
of data for improved targeting will help its customers and other
industry stakeholders maximize the opportunity that mobile presents.
Key stakeholders in mobile advertising stand to
For mobile advertisers and agencies, the combined company will
offer the largest and most complete suite of audience solutions with yet
unparalleled brand and performance capabilities. The combination will
deliver market-leading data, targeting, video, rich-media, cross-screen,
programmatic bidding/buying and measurement solutions – driving improved
buying experiences and better analytics, relevancy and performance.
Millennial Media will enable deeper insights from a greater number of ad
campaigns, run across a variety of screens. With an intense focus on
customer service and execution, Millennial Media will take the
complexity out of delivering digital audiences across mobile and web at
a time when consumers hop between screens with increasing ease.
For mobile developers and publishers, Millennial Media will
provide access to a larger scope of managed, self-service and
programmatic tools - creating more powerful and comprehensive
opportunities to monetize their inventory more efficiently and
“Millennial Media already runs one of the largest third-party digital
media businesses, despite mobile being in its early stages. Jumptap’s
expertise in performance, cross-screen, real-time bidding and
third-party data fit well with, and provide incremental scale to
Millennial Media’s existing platform,” said Paul Palmieri, President and
CEO, Millennial Media. “We are thrilled to add Jumptap’s capabilities,
their solution set and strong team as part of our mobile advertising
business, and look forward to partnering with the team.”
“We have long admired the success of Millennial Media and all of us at
Jumptap are excited for the collaboration that will enhance our combined
opportunity,” said George Bell, CEO, Jumptap, who will join the board of
Millennial Media and become Vice-Chairman upon closing of the
transaction. “I feel strongly that the addition of products, people, and
technology to the market-leading Millennial Media portfolio will further
the mission of building the leading mobile platform worldwide.”
Millennial Media will host a conference call today, August 13, 2013 at
5:00 p.m. ET to discuss this acquisition and its second quarter 2013
financial results. To access the conference call, please dial
800-237-9752 (U.S.) or 617-847-8706 (international) using passcode
37339193. The conference call will also be available via live webcast
under the Investor Relations section of Millennial Media’s website at http://investors.millennialmedia.com.
If you are unable to listen to the live conference call, a replay will
be available through August 20, 2013, and can be accessed by dialing
888-286-8010 (U.S.) or 617-801-6888 (international) using passcode
52607453. An archived version of the webcast will also be available at http://investors.millennialmedia.com.
About Millennial Media
Millennial Media (NYSE: MM) is the leading independent mobile
advertising and data platform. Our technology, tools and services help
app developers and mobile website publishers maximize their advertising
revenue, acquire users and gain audience insights. Our platform also
enables us to offer advertisers powerful Mobile Audience Solutions (MAS)
that utilize our significant scale, sophisticated targeting and uniquely
engaging creative capabilities to deliver meaningful results.
About Jumptap, Inc.
Inc. is the leading unified audience platform, taking a programmatic
and mobile-first approach to reaching audiences. Jumptap reaches over
218 million mobile users in the U.S. and over 439 million mobile users
worldwide. It has built an audience profile store with over 124 million
unique, data-rich profiles, of which over 44 million can be reached
across screens. Jumptap powers its audience-centric advertising through
industry-first partnerships with more than 20 third-party data
providers, and garners the highest yield for its 76,000 mobile sites and
apps. Visit www.jumptap.com
for more information.
Additional Information about the Proposed Acquisition and Where You
Can Find It
Millennial Media, Inc. (“Millennial”) plans to file a proxy statement
with the Securities and Exchange Commission (the “SEC”) relating to a
solicitation of proxies from its stockholders in connection with a
special meeting of stockholders of Millennial to be held for the purpose
of voting on the issuance of the shares of Millennial common stock to be
issued in connection with the proposed acquisition (the “Shares”).
BEFORE MAKING ANY VOTING DECISION WITH RESPECT TO THE ISSUANCE OF THE
SHARES CONTEMPLATED BY THE PROPOSED ACQUISITION, MILLENNIAL SECURITY
HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND OTHER RELEVANT
MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION.
The proxy statement and other relevant materials, and any other
documents filed by Millennial with the SEC, may be obtained free of
charge at the SEC’s website at www.sec.gov.
In addition, stockholders of Millennial may obtain free copies of the
documents filed with the SEC by contacting Millennial’s Investor
Relations department at (410) 522-8705, or Investor Relations,
Millennial Media, Inc., 2400 Boston Street, Suite 201, Baltimore,
Maryland 21224. You may also read and copy any reports, statements and
other information filed by Millennial with the SEC at the SEC public
reference room at 100 F Street, NE, Room 1580, Washington, D.C. 20549.
Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for
further information on its public reference room.
Interests of Certain Participants in the Solicitation
Millennial and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from the stockholders of
Millennial in favor of the proposed transaction. A list of the names of
Millennial‘s executive officers and directors, and a description of
their respective interests in Millennial, are set forth in the proxy
statement for Millennial’s 2013 Annual Meeting of Stockholders, which
was filed with the SEC on April 30, 2013, and in any documents
subsequently filed by its directors and executive officers under the
Securities and Exchange Act of 1934, as amended.
If and to the extent that executive officers or directors of Millennial
will receive any additional benefits in connection with the proposed
transaction that are unknown as of the date of this filing, the details
of such benefits will be described in the proxy statement and security
holders may obtain additional information regarding the interests of
Millennial’s executive officers and directors in the proposed
transaction by reading the proxy statement when it becomes available.
The statements in this press release that are not historical facts
constitute “forward-looking statements” that involve risks and
uncertainties and are made pursuant to the Private Securities Litigation
Reform Act of 1995. The achievement or success of the matters covered by
such forward-looking statements involve risks, uncertainties and
assumptions, and if any such risks or uncertainties materialize or if
any of the assumptions prove incorrect, Millennial’s results could
differ materially from the results expressed or implied by the
forward-looking statements. These risks and uncertainties include, but
are not limited to, risks associated with whether the proposed
acquisition is ultimately completed, the satisfaction of conditions to
the closing of the acquisition, including the ability to secure
regulatory approvals and approval by Millennial’s stockholders, the
ability to integrate the two businesses, and the ability to realize the
expected benefits from the acquisition. Further information on these and
other factors is included in the Quarterly Report on Form 10-Q that will
be filed for the quarter ended June 30, 2013 and other filings
Millennial makes with the Securities and Exchange Commission from time
to time. These documents are available on the ‘SEC Filings’ section of
the Investor Relations page of Millennial’s website at http://investors.millennialmedia.com.
The statements made in this release are based on information available
to Millennial as of the date of this release, and Millennial assumes no
obligation and does not intend to update these forward-looking
statements, except as required by law.
Source: Millennial Media
Millennial Media, Inc.
Matthew Lindberg, 203-682-8214