Acquisition of Emeril Lagasse Assets Diversifies Business with New
Celebrity Brand; Poised For Multi-Platform Expansion Opportunities
NEW YORK, Feb. 19 /PRNewswire-FirstCall/ -- Martha Stewart Living
Omnimedia, Inc. (NYSE: MSO) today announced it has reached an agreement
with Chef Emeril Lagasse to acquire the assets related to the business of
Emeril Lagasse, other than the restaurant and foundation-related assets, in
a transaction that pairs one of the biggest brands in food-related content
with the established leader in "how to" lifestyle information and content.
Under the terms of the transaction, MSLO is acquiring the rights to the
Emeril Lagasse franchise, including:
-- Television Programming: The Essence of Emeril and syndication episodes
of Emeril Live on The Food Network, and food correspondent segments on
ABC's Good Morning America;
-- Cookbooks: library of twelve cookbooks, including Emeril's Delmonico
and Emeril's There's a Chef in My World;
-- Internet: emerils.com Web site;
-- Licensed Kitchen Products: Emeril-branded cookware by All-Clad,
cutlery by Wusthof, and tableware by Wedgwood; and electrical
appliances by T-fal;
-- Food Products: includes Bam! B-Q sauce, spices, marinades, coffee and
more.
Lagasse's eleven restaurants and corporate office, which is called
Emeril's Homebase, will be unaffected by this transaction and will continue
to operate in New Orleans with full staff. The company will continue to
expand into new locations.
"Emeril brings talent, energy and legions of fans to the Martha Stewart
family, along with a powerful brand and an attractive, profitable business
franchise," said Susan Lyne, President and Chief Executive Officer of MSLO.
"Emeril's high-quality food-related content and product lines complement
our own, and offer multi-platform expansion opportunities. He brings to the
MSLO fold a well-managed company with highly attractive EBITDA and cash
flow levels that will contribute immediately to our performance. This
acquisition is a significant one strategically as we expand and diversify
our business by applying our expertise in managing multi-platform lifestyle
brands."
Lyne continued, "Everyone at MSLO is looking forward to welcoming
Emeril on board. We are committed to giving him the freedom to continue
doing what he does best: entertaining and inspiring food lovers
everywhere."
Chef Emeril Lagasse is a national TV personality with broad consumer
appeal. He joined the Food Network in 1993 and has hosted over 1600 shows.
His programs The Essence of Emeril and Emeril Live reach more than 85
million homes daily. The Essence of Emeril has been nominated for numerous
Emmy Awards, and will be internationally syndicated later this year. Emeril
Live, a highly rated program for over 10 years, won a Cable Ace Award for
"Best Informational Series" and is now in syndication. In addition to his
television programming, Emeril has a successful line of cookbooks with
nearly 4 million copies sold as well as branded kitchen products and food
with such industry leaders as All-Clad and Sara Lee.
The purchase price is $50 million, $45 in cash and $5 million in stock,
at closing, and could reach up to $70 million if certain performance
targets are realized in 2011 and 2012. The transaction is expected to close
in the second quarter. In 2007, the business to be acquired generated
approximately $14 million in 2007 cash-basis revenue. MSLO expects the
assets to generate adjusted EBITDA of approximately $8 million in the first
full year of operation, based on the Emeril business' non-GAAP financial
results.
Martha Stewart, Founder of MSLO, said, "I first met Emeril more than 20
years ago, before he had opened his first restaurant. I have been an
admirer ever since. His remarkable talents in the kitchen and his
high-energy exuberance delight and inform. He made television cooking
programs mainstream, opening the category to new audiences and proving that
cooking is something everyone can enjoy. I'm delighted that he is joining
the MSLO family and look forward to the contributions he will bring to both
the company and consumers alike."
Chef Emeril Lagasse said, "We have been able to create a successful and
diverse business under the Emeril brand, and with this new venture we can
take it to the next level. By affiliating with a larger company with means,
infrastructure and reach, we know we can maximize its great potential.
Martha Stewart has brought incredible vision to the lifestyle business. Her
company is a place where creativity is valued and consumers are always
top-of-mind. I look forward to joining with Martha and her talented
management team to grow the Emeril brand."
About Martha Stewart Living Omnimedia, Inc.
Martha Stewart Living Omnimedia, Inc. (NYSE: MSO) is a diversified
media and merchandising company, inspiring and engaging consumers with
unique content and distinctive products. The Publishing segment encompasses
four magazines, including the company's flagship publication, Martha
Stewart Living, periodic special issues and books. The marthastewart.com
website provides consumers with instant access to MSLO's multimedia
library, search and find capabilities, and more. The Broadcasting division
produces the Emmy- winning daily, national syndicated program, "The Martha
Stewart Show," "Everyday Food," "Everyday Baking from Everyday Food" and
Martha Stewart Living Radio, channel 112 on SIRIUS Satellite Radio. In
addition to its media properties, MSLO offers beautiful, practical and
superior quality Martha Stewart products through licensing agreements with
carefully selected companies. For additional information, visit
http://www.marthastewart.com.
We have included in this press release certain "forward-looking
statements," as that term is defined in the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are not historical
facts but instead represent only our current beliefs regarding future
events, many of which, by their nature, are inherently uncertain and
outside of our control. These statements can be identified by terminology
such as "may," "will," "should," "could," "expects," "intends," "plans,"
"anticipates," "believes," "estimates," "potential" or "continue" or the
negative of these terms or other comparable terminology. The Company's
actual results may differ materially from those projected in these
statements, and factors that could cause such differences include: adverse
reactions to publicity relating to Martha Stewart by consumers, advertisers
and business partners; downturns in national and/or local economies; shifts
in our business strategies; a loss of the services of Ms. Stewart; a loss
of the services of other key personnel; a softening of the domestic
advertising market; changes in consumer reading, purchasing and/or
television viewing patterns; unanticipated increases in paper, postage or
printing costs; operational or financial problems at any of our contractual
business partners; the receptivity of consumers to our new product
introductions; and changes in government regulations affecting the
Company's industries. Certain of these and other factors are discussed in
more detail in the Company's Annual Report on Form 10-K filed with the
Securities and Exchange Commission, especially under the heading "Risk
Factors", which may be accessed through the SEC's World Wide Web site at
http://www.sec.gov. The Company is under no obligation to update any
forward- looking statements after the date of this release.
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