SOURCE: Ipsos

October 10, 2005 04:04 ET

Ipsos acquires the pre-eminent company MORI, the largest independently owned provider of market research in the UK

Paris Cedex 13 -- (MARKET WIRE) -- October 10, 2005 -- Paris, October 10 2005. Jean-Marc Lech and Didier Truchot, Ipsos co-presidents, are pleased to announce that Ipsos has entered into an agreement to acquire MORI Group Limited ("MORI"), the largest independently owned provider of market research in the UK. The acquisition will significantly expand Ipsos' capabilities in the UK, the leading European research market, and further consolidate its position as a leading global survey based market research organisation. About MORI

MORI has a pre-eminent brand in UK market research, providing its research services to a range of large and well known companies and institutions. Formed in 1969 by Sir Robert Worcester, MORI has delivered extensive knowledge in its areas of expertise and, as a result, has been one of the UK's fastest growing research companies.

MORI is organised around 4 principal business areas:

- Social Research Institute (43% of 2004 revenue) - the largest private sector provider of social and political research to local and national government in the UK with an extensive network of relationships at every level of the public sector

- Corporate and Consumer (29% of 2004 revenue) - provides a range of syndicated and custom research services to business managers

- Specialist Research (20% of 2004 revenue) - whose markets include financial services, PR evaluation and strategic consultancy

- Field and telephone research services (8% of 2004 revenue) - is an in-house data collection agency

MORI had 2004 revenue of GBP 44.2 million (Euros 64.5 million) with operating profit of GBP 5.6 million (Euros 8.2 million) representing a margin of 12.8%. Between 2000 and 2004, MORI's compound annual revenue growth was 13.2% whilst the UK research market grew at a compound annual rate of 4.7% over the same period. MORI, which has approximately 460 employees, is headquartered in London, and has offices in Manchester, Edinburgh, Belfast and Dublin. Strategic rationale The acquisition of MORI

- Strongly enhances Ipsos' position as a leading survey based market research company

- Significantly strengthens Ipsos' capabilities and scale in the UK where it will almost double Ipsos' UK operations in terms of revenue. Importantly, the combined Ipsos MORI brand will become the no. 2 brand in UK market, and the no. 3 UK market research group in terms of 2004 revenue.

- Complements Ipsos' business in the UK through its strong positions in Public Affairs and Loyalty

- Creates the opportunity for cross-selling by leveraging the strength of MORI's client base throughout Ipsos' global network

- Accesses MORI's dedicated and experienced employees, as well as a highly respected management team

- Provides significant cost savings - Ipsos has targeted annualised cost savings of GBP 1.2 million (Euros 1.8 million). One-off restructuring costs are expected to be at an equivalent level.

This acquisition is part of Ipsos' accelerated growth strategy by which the Group reaffirms that, by 2007, it expects to have revenue of at least Euros 1 billion, with operating margin of over 10% on the current average exchange rate basis (1 euro = 1.25 USD).

Integration Ipsos UK and MORI will be merged to form Ipsos MORI. Richard Silman, Ipsos UK CEO, will lead Ipsos MORI as executive chairman. He will also be responsible for the media research business. Brian Gosschalk, currently chief executive of MORI, will be chief executive of Ipsos MORI, responsible for all client areas of the business, except media, and operations. Sir Robert Worcester, founder of MORI, will take on a new role as chairman of the Advisory Board of Ipsos Public Affairs worldwide. Sir Andrew Likierman, MORI's chairman, will continue as a consultant of the UK business.

Didier Truchot said: "We are delighted to be buying MORI, a company that boasts an excellent reputation, a constant drive towards innovation, sustained growth and highly qualified teams. The combination of MORI and Ipsos UK provides our clients with significantly enhanced capabilities across each of our business lines and creates a strong platform for the future success of our UK business. Looking beyond the UK market, it will also reinforce our specialisations, notably Public Affairs and Loyalty and contribute to a more well-balanced offering between our five businesses."

Brian Gosschalk said: "We are excited about the opportunities which flow from bringing together our two businesses. Both have strong momentum, and the combination will be well placed to solve the needs of our evolving client base. The private sector side of our business will benefit from Ipsos' strong global network and the merged business will have a powerful Public Affairs and special research offering. With their independent heritages the two businesses also enjoy a good cultural fit."

Financing the transaction

The acquisition price of MORI on an enterprise value basis is GBP 88 million (Euro 128.5 million). Ipsos will finance the acquisition initially through acquisition credit facilities. In relation to the acquisition, Ipsos intends to proceed with a capital increase in the near future, market conditions permitting, to reinforce its balance sheet and fund future growth. Ipsos will issue equity to key MORI executives as part of the consideration for an amount of approximately GBP 5 million (Euro 7 million).

About Ipsos and Ipsos UK

Founded in 1975, Ipsos is the only international, listed, independent company owned and managed by market research professionals. In 2004 Ipsos generated global revenues of Euros 606 million, c.50% of which in Europe, with operating margin of Euros 51 million (under IFRS). With offices in more than 40 countries, Ipsos is the third largest survey based research company globally.

In the UK, this is Ipsos' third acquisition following RSL - Research Services Ltd, a leading media and market research company (in 1991), and Research in Focus, an international strategic marketing research company (in 2000). Ipsos UK achieved GBP 49.4 million (Euros 72.2 million) in revenues in 2004. The combination of Ipsos UK and MORI makes the UK the n degrees1 contributor to Ipsos European revenues and the n degrees2 globally after the US.

Note: All currency translations in this document are calculated on the basis of a January to September 2005 average exchange rate: GBP 1 = 1.46 euro

A conference-call in English is organised today at 4:30 PM CET

The dial in number is +44 (0)207 784 1018

A presentation will be available for download on the Ipsos Website

www.ipsos.com

Nobody's Unpredictable

Nobody's Unpredictable' is Ipsos' signature. Our clients' clients are increasingly demanding. They change direction, change their views and preferences often and easily. We at Ipsos anticipate and meet those changes. We help our clients to understand their clients, to bring focus and clarity to even the most difficult situations. We understand the dynamics of their markets and we deliver the insight needed to give them the leading edge. Ipsos, listed on the Eurolist of Euronext - Comp B, is part of the SBF 120 and the Mid-100 Index, adheres to the Next Prime segment and is eligible to the Differed Settlement System. Isin Code FR0000073298, Reuters ISOS.PA, Bloomberg IPS:FP www.ipsos.com

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Tel. : + 33 1 41 98 90 00

Fax : + 33 1 41 98 90 50

Contact: Catherine Roussiès, Head of Group Communications Dpt.

tel : +33 (0)1 41 98 90 05, catherine.roussies@ipsos.com

Richard Silman, CEO Ipsos UK

tel: + 44 208861 8787, richard.silman@ipsos.com

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