Investment in Time Out New York

Oakley Capital Investments Ltd create global digital media group

Below is a press release from Time Out, which announces that Oakley Capital Investments has made a significant investment in Time Out New York.

This follows a previous 50% investment in Time Out London last November.

Key points include;

• The deal has been structured to help Time Out become a global digital media group.

• Time Out plans to be locally relevant in more than 50 cities around the world with an audience of over 50 million people across the world, receiving content in the way they want it.” (David King CEO)

• Our vision for the future of Time Out is to extend our online presence and by doing so accelerate from magazine publisher to digital media group. (Tony Elliott Chairman and Founder of Time Out)

Press release:

27th May 2011

Oakley Capital Investments Limited (AIM: OCL) (“OCIL”), the AIM-listed company established to provide investors with access to the investment strategy being pursued by Oakley Capital Private Equity L.P. (the "Fund"), has announced that the Fund has acquired a majority stake in Time Out America LLC (“Time Out New York”).

The deal will enhance the Fund’s previous investment in Time Out Group Limited (“Time Out London”) announced on 25 November 2010 to create a global digital media group, (the “Time Out Group”).

Time Out New York magazine was established in 1995, and has recently begun to make the transition to digital, currently delivering content through its website to approximately 1 million unique users per month. In addition, Time Out New York controls the use of the Time Out brand across the United States of America (excluding Chicago), Canada, Mexico and countries in Central America and the Caribbean.

Globally, Time Out is present in 35 cities across the world, with a worldwide audience of 16 million* across both print and digital channels. Its websites have over 7 million global unique users per month with page views in April 2011 exceeding 32 million.

The acquisition will build on Time Out Group’s ability to:

• Grow the brand’s reach in both wholly owned and managed territories and through its licensee network to over 50 cities;

• Expand Time Out Group’s digital strategy, by investing in the development of a single multi-channel online platform powered by a central content database and transaction engine; and

• Extend Time Out Group’s mobile content offering and transaction capability; to-date mobile application downloads have exceeded 1 million.

Tony Elliott Chairman and Founder of Time Out, said,

“Our vision for the future of Time Out is to extend our online dimensions and by doing so accelerate from magazine publisher to digital media group. Our global heritage as a universally trusted brand and as the provider of essential information to, and insight for, going out in the world’s key cities uniquely positions us for this journey.

Oakley Capital has already proved to be an exciting, innovative and incredibly supportive business partner and we hope and expect the New York venture to prove equally successful on our continued worldwide expansion.”

The Time Out Group is planning continued international expansion into new territories.

David King CEO of Time Out added,

"Time Out plans to be locally relevant in more than 50 cities around the world with an audience of over 50 million people across the world, receiving content in the way they want it.”

Oakley Capital Investments Limited was established to provide investors with access to the investment strategy being pursued by Oakley Capital Private Equity L.P. (the "Fund").

The investment in Time Out New York is anticipated to be synergistic and will enhance the Fund’s previous investment in Time Out Group Limited (“Time Out London”) announced on 25 November 2010, to create a global digital media group (the “Time Out Group”). In combination, Time Out New York and Time Out London control the worldwide rights to the Time Out brand (excluding Chicago).

As a result of the investment, the Fund holds 65.7% of Time Out New York and is investing alongside existing investors – investment vehicles controlled by the Clark Estates and the Louis-Dreyfus Family Office LLC. OCIL will provide senior debt and mezzanine financing of £5.1 million, with the Fund investing £9.1 million in equity financing. Together with the investment made in Time Out London, the financing provided by OCIL in senior debt and mezzanine financing and equity (through OCL’s 65% investment in the Fund) will total £25.5 million. The investment does not impact NAV.

Peter Dubens, Director of Oakley Capital Investments Limited, said,

“We are delighted to be able to extend our relationship with such a globally trusted brand. The acquisition of Time Out New York gives the Fund a fantastic opportunity to consolidate the Time Out Group’s position as a leading provider of information on arts, entertainment, culture and food & drink right across the globe. The next 24 months will see the company build an entirely new, highly scalable digital transaction platform focused on providing its audience with a complete customer experience which combines market leading information and content with end-to-end booking capabilities.”

End

Time Out GroupMadelaine Bennett +44 20 7813 6180

madelainebennett@timeout.com

(Liaison point for access to Tony Elliott)

Oakley Capital Investments Limited +44 20 7766 6900

Peter Dubens

Financial Dynamics +44 20 7831 3113

James Macey-White / Edward Bridges

Liberum Capital Limited (NOMAD & Broker) +44 20 3100 2000

Steven Tredget / Steve Pearce

About Oakley

Oakley Capital Private Equity L.P. is an unlisted mid-market private equity fund with the aim of providing investors with significant long term capital appreciation. The Limited Partnership’s investment strategy is to focus on buy-out opportunities in industries with the potential for growth, consolidation and performance improvement. The Limited Partnership seeks to invest in companies with scale in their industry subsectors, thereby creating a sustainable earnings stream which should command a premium on exit.

About the Clark Estates

The Clark Estates is a family office that manages the business affairs of the Clark Family, co-founders of Singer Sewing Machine in 1850.

About the Louis-Dreyfus Family Office LLC

The Louis-Dreyfus Family Office LLC is the investment advisor for the family of William Louis-Dreyfus, the former chief executive of the Louis Dreyfus Group, a commodities trading company founded in 1851.

About Time Out

Time Out was founded in 1968 in London, and has since grown into a leading international multi-channel media company that spans 35 cities across 24 countries and provides the very best inspiration, information and booking opportunities in arts, entertainment, culture, food & drink, and shopping.

Time Out is uniquely positioned as a provider of local information and cultural guidance to consumers through a distribution network which incorporates city magazines, a comprehensive online presence, mobile applications, travel guides, events and partnerships. Time Out has a worldwide audience of over 16 million* across all these channels.

Time Out has experienced high growth in digital, with global unique users per month up year-on-year to over 7 million, of which over 2 million are in London. Time Out online goes far beyond simply reproducing the features of the magazines, and delivers a vast array of unique local content and cultural insight, also enabling consumer bookings, and giving wide opportunity for engaging and debating with its audience.

Time Out also recently launched its location based mobile applications and has already experienced over 1 million downloads to date. Time Out magazines are published in 35 cities. In addition, Time Out also publishes a broad range of guides, including city guides to some 50 cities, translated into 10 languages, as well as a number of other entertainment, culture, and consumer guides.

Time Out Live - a new division of the brand - has quickly grown to be synonymous with unique experiences and unmissable events, all curated by Time Out.

This followed an exciting 2010 which saw Time Out awarded International Consumer Magazine of the Year at the Periodical Publishers Association (PPA) awards alongside the following highlights:

• A global partnership deal with Nokia and the launch of iPhone and Android apps;

• Time Out editions launched in 14 new cities including Boston, Sao Paulo, Rio de Janeiro, Melbourne, Brisbane, Perth, and Jerusalem;

• The launch of a brand new print product – Time Out Style, a new fashion and design focussed magazine, debuted in Dubai with a view to launching in other territories in 2011;

• 100,000 attendees of Time Out Live events across the globe, including a Q&A session with Oliver Stone in London, Giles Peterson DJing at the Time Out Cafe in Tokyo and the premier of Animal Kingdom in Sydney.

Time Out’s core goal is to be the number one trusted choice for consumers seeking inspiration, information and booking opportunities relating to arts, entertainment, culture, shopping, and food and drink in the world’s key cities.

*Estimated – based on locally available information in each territory.