| Healthworld Corporation | |||
| Ticker: | HWLD | 100 Avenue of the Americas | |
| Exchange: | NASDAQ-National Market | New York, NY 10013 | |
| Industry: | Service (SIC Code 7311) | (212) 966-7640 | |
| # of Employees: | 190 | ||
| Type of Shares: | Common Shares | Filing Date: | 8/29/97 | |
| U.S. Shares: | 2,100,000 | Offer Date: | 11/21/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $8.00 - $9.50 | |
| Primary Shares: | 2,100,000 | Offer Price: | $9.00 | |
| Secondary Shares: | 0 | Gross Spread: | ||
| Offering Amount: | $18,375,000 | Selling: | ||
| Expenses: | - | Reallowance: | ||
| Shares Out After: | 7,100,000 |
| Manager | Tier | Phone |
| Unterberg Harris | Lead Manager | (212) 572-8060 |
| Pennsylvania Merchant Group Ltd | Co-manager | (610) 260-6495 |
| Issuer's Law Firm: | Rosenman & Colin |
| Bank's Law Firm: | Akin, Gump, Strauss, Hauer & Feld |
| Auditor: | Arthur Andersen |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 6 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $24.21 | $14.78 | $11.32 | Assets: | $19.92 |
| Net Income: | $1.83 | $0.82 | $0.62 | Curr Assets: | |
| EPS: | $0.37 | $0.16 | $0.12 | Liabilities: | $14.36 |
| Prior EPS: | $0.28 | Curr Liabilities: | |||
| Cash Flow/Oper: | Equity: | $5.56 | |||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | |||||
| Business Description |
| The company is a leading international marketing and communications services company specializing in healthcare. The company provides many of the world's largest pharmaceutical with a comprehensive range of integrated strategic marketing services. The Company's communications services include advertising and promotion, publishing, medical education, public relations, consulting, interactive multimedia, database marketing and marketing research services. The Company also offers contract sales services which are delivered through dedicated and syndicated sales teams. The Company offers its clients global reach and expertise through its operations in the United States and the United Kingdom, and through Healthworld B.V., a world-wide network of licensed independent communications agencies located in 12 other countries. The Company believes that its understanding of the scientific and medical issues relating to its clients' products and its in-depth knowledge of the health care industry and regulatory environment are competitive advantages and are critical for developing the most effective marketing and communications campaigns and strategies. The Company relies on its creative talent and utilizes new media and technologies to continually develop better ways to effectively promote its clients' products. |
| Competition |
| The health care marketing and communications industry throughout the United States and Europe is highly competitive. The Company competes with many other marketing and communications firms, including international and regional full-service and specialty marketing and communications firms. Consolidation within the pharmaceutical and health care industries as well as a trend by pharmaceutical and health care companies to limit outsourcing of sales, marketing and communications services to fewer organizations has heightened the competition among such service providers for a smaller number of clients. In addition, many of the larger consumer product marketing and communications companies have acquired specialty health care marketing and communications companies, which themselves have been increasingly consolidating in recent years. For instance, each of Bozell, Jacobs, Kenyon & Eckhardt, Grey Advertising, Interpublic Group, Omnicom Group, Inc., Saatchi & Saatchi Advertising Affiliates Holdings, Inc. and Young & Rubicam, Inc., has one or more divisions specializing in health care marketing and communications. Many of these companies have substantially greater financial resources, personnel and facilities than the Company. If the previously described consolidation trends continue, the Company may face greater competition for its clients and for acquisition candidates. Although the Company believes it is able to compete on the basis of the quality of its creative product, service, reputation and personal relationships with clients, there can be no assurance that the Company will be able to maintain its competitive position in the industry. With respect to contract sales services provided to consumer products companies in the United Kingdom, the Company currently competes against in-house sales departments of such companies and contract sales organizations operating in the United Kingdom, many of which are larger and have substantially greater financial resources. With respect to contract sales services targeted to pharmaceutical and medical devices, the Company currently competes in the United Kingdom, and, if such services are expanded into the United States, will compete in the United States, against the in-house sales departments of pharmaceutical companies and local contract sales organizations specializing in pharmaceutical and medical device products. The primary competitive factor affecting contract sales and marketing services is the ability to quickly assemble, train and manage large qualified sales forces to handle broad scale sales campaigns. The Company believes that it competes favorably in these areas in the United Kingdom with respect to its non-health care related contract sales services. However, with respect to health care related contract sales services, there can be no assurance that the Company will compete favorably in these areas in the United Kingdom or in the United States. While there are relatively low barriers to entry into the marketing and communications industry as a whole, the Company believes that its specific expertise with respect to the pharmaceutical and health care industry distinguish it from prospective competitors attempting to develop health care communications businesses. Notwithstanding the Company's expertise, it expects that it will face additional competition from new entrants into the industry in the future. There can be no assurance that existing or future competitors will not develop or offer marketing communications services and products that provide significant performance, creative, technical or other advantages over those offered by the Company. |
| Business Plan |
| The Company's strategy is to capitalize on continued growth in marketing and communications spending by pharmaceutical and other health care companies by (i) maintaining and enhancing its creative excellence and technical expertise, (ii) offering its clients a comprehensive range of integrated services, (iii) continuing to specialize in health care, (iv) increasing its contract sales services, and (v) further expanding globally. The Company intends to implement its strategy through internal development and potential acquisitions. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used for working capital and general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| Steven Girgenti | 43.90% | 30.90% |
| William Leslie Milton | 25.90% | 18.30% |
| Herbert Ehrenthal | 11.90% | 8.00% |
| William B. Butler | 9.70% | 6.80% |
| Officer Name | Title | Age |
| Steven Girgenti | Chairman of the Board and Chief Executive Officer | 51 |
| Francis Hughes | Chief Creative Officer and Director | 59 |
| Stuart Diamond | Executive Vice President, Chief Financial Officer and Secretary | 36 |
| Michael Garnham | Managing Director--Headcount | 42 |
| William Butler | President--Global Communications Services | 52 |
| Herbert Ehrenthal | President--U.S. Communications Services | 61 |
| William Leslie Milton | Vice Chairman of the Board and President of Engineering and Scientific Services | 53 |