Valuing

l i Publishing
bli hi
p
Companies
Current Trends

Robert Halper, Esq.

Cowan, Liebowitz & Latman, P.C.

 The Uncertain Times We Are
In
„ Recession
„ Worldwide deterioration of economic
outlook
„ Collapse of financial markets
„ Technology advances

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 Value Determinants
„ Measures of Value
‹ Q li off publishing
Quality bli hi program
‹ Operating profit

‹ EBITDA

‹ Revenue

‹ Growth Prospects

„ Segment of publishing
‹ Trade
‹ Science, Technical and Medical

‹ School, Library and Academic

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 Valuation Examples
Trade Academic, School Science &
& Library Professional

Revenue $20 mil $20 mil $20 mil

O
Operating
ti P
Profit
fit as a:
% of Revenue 7% - 12% 15% - 20% 15% - 25%
$ Amount (millions) $1.4 - $2.4 $3.0 - $4.0 $3.0 - $5.0

Value as a multiple of
Revenue:
Multiple 1x 1.5x -2.5x 2.0x – 3.0x
Value (millions) $20 $30 - $50 $40 - $60

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 Completed Transactions

See handout materials for list of completed book

publishing mergers & acquisitions for 2008 and
2007*

*Source: Subtext with permission of Open House Book Publishing, Inc.

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 Cowan Liebowitz & Latman
Cowan,

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 Cowan, Liebowitz & Latman

Publishing ‘09
PUBLISHING MERGERS & ACQUISITIONS TRANSACTIONS

Since the early 1980's, we have become one of the leading investment advisors to book publishers,
in addition to our traditional commercial and intellectual property practice in this field.

We are actively involved in advising publishing and information services clients in a wide range of
merger and acquisition transactions, in such areas as trade books, juvenile books, database
businesses, cellular rights, newsletters, establishment of venture capital funds and many other areas
of publishing, including electronic publishing. The more than 80 transactions successfully completed
over the last dozen years range in value from under $5 million to over $75 million. We have been
able to even the playing field for small to mid-size publishers who might otherwise be overmatched
when dealing with the resources of larger media companies.

The growth of this practice has been developed by our partners Martin Levin and Bob Halper. Martin
has an in-depth working knowledge of the publishing business, having been a successful operating
executive in major publishing conglomerates for 37 years prior to becoming an attorney working on
publishing mergers and acquisitions. Bob has extensive experience handling complex commercial
transactions in the publishing field, among others.

This special competence provides our clients with advice on how to establish or increase values, and
provides the buyer or seller with entree to the decision makers in publishing and information
businesses domestically and abroad. We are also able to add value to publishing transactions by
bringing into play specialized tax knowledge to maximize the final benefits of a transaction, and the
expertise of our Intellectual Property group, which can give advice on rights that are an essential part
of a publishing transaction. Our strong and long-standing experience enables us to bring these
transactions to fruition successfully, speedily and economically.

Examples of some of our M&A transactions are listed below:

From To
Monacelli Press, Inc. Random House, Inc.
The Haworth Press, Inc. Taylor & Francis Group, LLC
Hugh Lauter Levin Associates, Inc. Rizzoli International Publication, Inc.
Allerton Press Inc. Pleiades Publishing, Inc.
Consortium Book Sales & Dist. Inc. Perseus Books Group
Oceana Publications, Inc. Oxford University Press, Inc.
Lawyers Weekly, Inc. Dolan Media Company
Walker Publishing Company, Inc. Bloomsbury Publishing, PLC
Art Now, Inc. LTB Holding (USA) Inc.
CDC Construction News Alta Communications
Sea Star Books of North-South Chronicle Books, LLC
Books, Inc.
Berkshire House Publishers, Inc. W.W. Norton & Company, Inc.
Greenhaven Press, Inc. and Lucent Gale Group, Inc., division of Thomson
Books, Inc. Corporation
Petersons Guides, Inc. The Thomson Corporation
Hudson Hills Press, Inc. Gallery Press, LLC
 Emanuel Publishing Corp. Aspen Publishers, Inc.
Summers Press, Inc. Aspen Publishers, Inc.
Presidio Press Random House, Inc.
Morgan Kaufmann Publishers, Inc. Harcourt General, Inc.
American Booksellers Association, Reed Publishing (USA), Inc.
Inc. Trade Show
Dushkin Publishing Group, Inc. William C. Brown Communications, Inc., div.
of The Times Mirror Corporation
Brunner/Mazel, Inc. Taylor & Francis, Inc.
Petersons Magazine Group of Cass Communication, Inc.
Thomson Information, Inc.
TAB Books, Inc. McGraw-Hill, Inc.
Humana Sciences Press, Inc. Plenum, Inc.
Library Database Division of Reed Publishing (USA), Inc.
EIC/Intelligence, Inc.
Lectorum Publications, Inc. Scholastic, Inc.
Jeremy P. Tarcher, Inc. Putnam Berkley Group, Inc.
Shareholder sale of 50% Interest in the Haworth Press, Inc.
Haworth Press, Inc.
Howell Book House, Inc. MacMillan, Inc.
Sales of Rights to Unofficial Guide MacMillan Publishing, USA.
Travel Series from Menasha Ridge
Press Inc.
Price Stern Sloan, Inc. Putnam Berkeley Group, Inc.
South Park Press, Inc. The Musterlin Group PLC
Schocken Books, Inc. Random House, Inc.
AIP Press Springer Verlag New York, Inc.
Sandak, Inc. GK Hall, division of MacMillan Company
Alloy Digest, Inc. ASM International
Baskerville Communications Informa Group PLC
Corporation
Williamson Publishing Company Guideposts
Ideals Publications Guideposts

Selling a business is generally a one-time event and the business often represents a major asset of
individual owners. CLL offers those dealing with such a situation an opportunity to meet without any
obligation. In this meeting, we review the history of the business, its financial history, the likelihood
of a sale, the tax and estate and family planning aspects of the sale. In our practice we have
continued to review and advise clients over many years developing a close informed relationship that
is helpful to the process.

We welcome you to call one of our lawyers who are familiar with mergers and acquisitions of
Publishing and Information Services companies to schedule a complimentary meeting and discussion.

Martin P. Levin mpl@cll.com (212) 790-9219

Robert Halper rxh@cll.com (212) 790-9260
Robert J. Giordanella rjg@cll.com (212) 790-9234
Peter R. Porcino prp@cll.com (212) 790-9208
Simon Gerson sxg@cll.com (212) 790-9206

© 2008 Cowan, Liebowitz & Latman, P.C. All Rights Reserved.

1133 Avenue of the Americas • New York, NY 10036-6799
T (212) 790-9200 • F (212) 575-0671 • law@cll.com