Cinven and Candover, leading European buyout specialists, today announce that they have reached agreement for the acquisition of BertelsmannSpringer, one of the world’s leading academic publishers, for a consideration of €1.05 billion, from parent company Bertelsmann AG.

Candover and Cinven have also today announced their intention to merge BertelsmannSpringer with Kluwer Academic Publishers (KAP), another leading international publisher, to create the second largest STM publisher in the world, with total combined revenues of about €880 million and EBITDA of €155 million in the period ended 31 December 2002.

Cinven and Candover will invest from the €4.4 billion third Cinven fund and the €2.7 billion Candover 2001 Fund respectively, for equal equity stakes in BertelsmannSpringer. Senior, mezzanine and working capital facilities to support the transaction, have been arranged and underwritten by Barclays Capital.

BertelsmannSpringer is a world-leading academic and professional publisher headquartered in Berlin and Heidelberg with sales in 2002 of €731 million and operating EBITDA of €102.4 million. With 70 publishing houses, it specialises in trade and science literature and publishes more than 700 journals and trade magazines and over 4,000 new book titles each year. It employs over 5,000 people in 16 countries. BertelsmannSpringer’s end users are academic and corporate researchers, who act both as providers of manuscripts and readers of journals and books. In professional publishing, BertelsmannSpringer is the leading German business-to-business publisher, in areas ranging from construction to transport.

KAP was acquired by Candover and Cinven in January 2003 in a transaction worth €600 million. KAP, like BertelsmannSpringer, is a global publisher of scientific and academic information and is headquartered in Dordrecht in the Netherlands. The company publishes 700 scientific and technical journal titles and approximately 1,200 new book titles a year as well as managing an active backlist of about 13,000 books. Turnover for the year to 31 December 2002 was €151.0 million.

The newly merged entity of KAP and BertelsmannSpringer, to be re-named Springer, will create the global number two in academic publishing behind Elsevier Science. Both businesses complement each other well and have strong reputations in an industry with good growth potential. It remains to be decided whether Cinven and Candover will take over BertelsmannSpringer’s activities in France which accounts for 4.5% of total revenue.

Brian Linden, Director of Cinven, added:
“The acquisition in January 2003 of Kluwer Academic Publishers gave us an initial position in the STM publishing sector. Our intention at that time was to build a group with a strong global presence in the STM publishing sector and the acquisition of BertelsmannSpringer is the clear manifestation of this strategy. We look forward to working with management and employees in merging the two companies to create a new entity, Springer, one that is number two in its global market. This company will provide better information and services to its customers and improve the quality of data for researchers. Springer will have the financial backing and commitment to drive its business forward.”

Simon Leefe, Director of Candover, said:
“BertelsmannSpringer has been a highly sought after asset. It is a very attractive international business, with a strong reputation in European publishing. Merging it with KAP is the logical step to realising our vision of creating a world-class player in the STM publishing sector. Both Candover and Cinven have proven track records of investing in the media sector and today’s acquisition is in line with our focus on backing leading European businesses with exciting growth prospects.”

Candover and Cinven were advised by Goldman Sachs and UBS Warburg.