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31 Mar 2025
TechTarget delays SEC filings and announces impairment

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TechTarget delays SEC filings and announces impairment
Informa Plc (INF:LON) | 866 5.2 0.1% | Mkt Cap: 11,244m
- Published:
31 Mar 2025 -
Author:
Kassab Sami SK -
Pages:
8 -
What happened?
Informa TechTarget is 57% owned by Informa PLC and listed on the NASDAQ. Informa TechTarget has just filed with the SEC that it is unable to file its Annual Report 2024 within the prescribed time period. The company currently expects to file by April 15, 2025. It claims this delay is due to the timing of the merger (December 2nd) being close to fiscal year end coupled with the translation and alignment between US GAAP and IFRS.
In addition, the company is to ''further evaluate technical accounting matters'' relating to FY24 and prior periods ''which may or may not require prior periods to be adjusted''. As part of that work the company expects to record a goodwill impairment of USD70 to USD110M on Informa PLC''s 2022 acquisition of Industry Dive. Informa paid an initial consideration of USD389m in July 2022 with a potential total consideration of USD525m when including earn-outs.
The new management of Informa TechTarget is also ''working to finalize its evaluation of certain internal controls over financial reporting''.
BNPP Exane View:
We understand that the timing of the merger closing and US GAAP vs. IFRS accounting reconciliation may take a few days longer to complete. In particular, we understand the materiality threshold for old Informa Tech is now much lower. This requires auditors to control many more contracts that previously did not cross the materiality threshold when the asset was part of Informa PLC. In other words, while a USD5m contract at old Informa Tech may not have been considered material within Informa PLC (a group that reported GBP836m of EBIT in FY23), it has become material in new Informa TechTarget (a group with an estimated GBP60m of EBIT) and therefore requires additional auditing work.
We also understand that the reference ''on the evaluation of certain internal controls over financial reporting'' is an acknowledgement of what old TechTarget disclosed in its Form S4 on October 23, 2024 and pertains to the fact...