Maven Buys HubPages
January 8, 2018
Maven agreed to acquire HubPages in a
union that will bring together more than 40 million monthly unique users
together in a single premium digital media network, the two companies
announced after signing a letter of intent. The transaction is expected
to close within 90 days.
Maven CEO James Heckman (top
left); HubPages CEO Paul Edmondson (right); and Maven executive co-chair
Josh Jacobs (bottom left).
HubPages’ network will be migrated to
Maven’s publishing and community platform, relaunched as part of a
single premium network, on one platform for advertisers.
Maven will acquire HubPages for a
combination of stock, short-term debt and cash, with the stock based on
a valuation of $2.50 per common share. The acquisition is subject to
final documentation and fulfilling a number of conditions including SEC
In addition to the acquisition of
HubPages, Maven has separately reached agreement on a private placement
of its common stock, accepting a subscription for 1.2 million shares at
$2.50 per share, for total gross proceeds of $3 million. The shares are
restricted and may be registered at a later date. Net proceeds after
issuance costs will be approximately $2.95 million.
WHY UNITE AND WHY NOW?
• Moving the network to Maven, a
market-tested, state-of-the-art platform is expected to improve traffic,
engagement, and monetization.
• This represents an instant
acceleration of growth within Maven’s existing model, adding thousands
of content creators and tens of millions of users.
• The two companies’ missions, vision
and culture align perfectly.
• Two veteran leadership teams have
long track records architecting global scale, digital media products,
still used today by hundreds of millions and the two founding teams
have, respectively, worked 20 years together -- each with tenure in
senior executive and engineering roles at MSFT, Yahoo!, Fox, Myspace,
Google, Omnicom and various startups as founders.
• A unified network of 40+ million,
100% organic unique users, on a single platform architected on a
pristine canvas of high quality content, creates a world class setting
for top brands and marketers.
WHAT IS THE TIMELINE FOR INTEGRATION OF HUBPAGES INTO MAVEN?
• The companies plan to cooperate and
interoperate immediately on advertising.
• Migration of the 27 premium
channels to Maven’s platform will happen one at a time, over the next
year, after testing and developing the migration plan. HubPages will
remain an important “cultivating” network, at HubPages.com.
KEY COMPONENTS OF THE AGREEMENT
• An acquisition through a
combination of stock, short-term debt and cash.
• Stock valued at $2.50/share, for
equity grants to HubPages management.
• For founders and key personnel, the
majority of the payout comes in stock,earned over 36 months, weighed
exclusively on the last 24 months.
Maven is invite-only and HubPages is a fully-owned, tightly controlled
network. Both networks remain committed to premium, professional,
passion-based niche channels operating efficiently on a single platform.
WHAT DOES THIS MEAN FOR MAVEN’S STRATEGY?
This acquisition of HubPages is perfectly aligned with Maven’s existing
strategy and moves it forward at least two years from a scale and
content contributor standpoint. This move increases our current scale by
800%, offering consumers, as well as marketers, an exciting, broad
offering of professional content and a massive community.
WHAT ARE THE KEY NUMBERS THAT HUBPAGES BRINGS TO MAVEN?
• Over 35 million monthly UU's
through 27 domains
• 6,000 monthly contributors
• 655,000 published articles within
Since launching last summer, Maven’s network monthly unique users
climbed from zero to 5 million on 34 live channels, without marketing
investment or Traffic Acquisition Costs (TAC) -- with publishers
experiencing an average uplift in audience engagement of 71%, after
migrating to Maven’s platform.
QUOTE FROM PAUL EDMONDSON, HUBPAGES CEO:
“The HubPages team is thrilled to be joining Maven. We are combining
decades of experience creating platforms and services that allow
passionate people to discover, create and connect across an integrated
set of state-of-the-art technologies with monetization capabilities only
accessible to the most sophisticated publishers. Maven's innovative
technology includes native mobile apps, integrated video, subscription
management and community engagement tools. We're talking about scalable
architecture that is truly unique. This is a huge step in our evolution
to combine Maven's focus on elite, independent publishers with the
passionate experts from HubPages Network.”
QUOTE FROM JAMES HECKMAN, MAVEN CEO
“The long-term excellence of, and audience loyalty to, HubPages’ content
channels speaks to the value of the company and why we are aligned so
well. Maven is an engineering company at its core and our founders are
key architects of digital products that continue to reach hundreds of
millions of users. The culture and history of our two companies match
perfectly: long-term commitments to each other and a passion for
creating tools that empower elite, passionate content producers.”
QUOTE FROM JOSH JACOBS, MAVEN EXECUTIVE CO-CHAIRMAN
“Real content, and real, passionate, organic audiences are more
important than ever to delivering effective advertising. HubPages adds
true organic, massive scale and topical coverage to Maven’s core
strategy of aggregating independent, niche, passion-based content
channels, on a single modern advertising platform. With this
acquisition, Maven is ready to offer the authentic content and real
consumer engagement that is so attractive to advertisers.”
Details of Private Placement Subscription for 1.2 million Shares at
$2.50 per Share
On January 4, 2018, theMaven, Inc. accepted a subscription on a
securities purchase agreement with a purchaser, for the sale by the
Company of an aggregate of 1,200,000 shares of common stock of the
Company, par value $0.01 per share, at a price of $2.50 per share. The
net proceeds after estimated issuance costs are approximately
The stock chart above shows the Company’s monthly high trading price and
the prices at which the Company has sold stock in private placements in
April 2017 ($1.0 per share), October 2017 ($1.15 per share) and January
2018 ($2.50 per share), after an initial merger price of 16 cents,