Rubicon Project and Telaria agreed to merge in a stock deal that would create a large sell-side advertising platform aiming to take advantage of the growth in connected TV.
Rubicon Project head Michael Barrett will be named CEO of the combined company. Mark Zagorski, who was CEO of Telaria, will be president and COO. Telaria board member Paul Caine will chair the board of directors.
The companies combined revenue was $217 million over the past 12 months, up 32%. The merger is expected to create cost synergies that will reduce the companies’ run rate by about $15 million to $20 million annually.
“The combination of Rubicon Project and Telaria will establish the world’s largest, independent sell-side advertising platform with scale, capabilities and solutions unmatched by the competition,” said Barrett. “This transformative combination builds on our commitment to trust and transparency and accelerates our strategy to provide buyers and sellers with a single path to every format and channel including CTV. We could not be more excited about the future as two individually strong industry leaders with complementary assets and cultures come together to create a market leader that we believe will generate significant opportunities for our employees, customers, partners, and stockholders worldwide.”
Under the terms of the merger agreement, each share of Telaria common stock issued and outstanding as of the effective time of the Merger will be converted into the right to receive 1.082 shares of Rubicon Project common stock (and, if applicable, cash in lieu of fractional shares) less any applicable withholding taxes.
Upon closing, Telaria stockholders are expected to own approximately 47.1% and Rubicon Project stockholders are expected to own approximately 52.9% of the fully diluted shares of the combined company, the companies said.
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