–SELLER: Ad Results Media (ARM)–

Overview

• One of the largest buyers of podcast and audio advertising in the US, specializing in host-read endorsements across podcasts, YouTube, streaming audio, and radio
• Full-service audio agency: plans, buys, creates, verifies, and measures campaigns
• Founded in 1998 (as “Ad Results, Inc.”) by Marshall Williams and Russell Lindley
• Headquartered in Houston, Texas
• Offices in New York, Houston, and Los Angeles
• Owned by Shamrock Capital (since 2019)

Company Highlights

• Has placed $2B+ in audio media buys over two decades
• Connects brands with 10,000+ podcast, radio, and creator hosts
• Estimated $200M+ in annual revenue (The Times; not officially disclosed — see our valuation note on what this figure actually represents)
• Clients include FanDuel, Molson Coors, and ZipRecruiter (and historically AT&T, Purina, and Nestlé)
• ~90–100 employees (third-party estimate)

Founding Story

• Marshall Williams got his start in direct-response radio in the late 1980s and became one of the larger buyers of endorsement radio in the US, forming Williams Media Group in 1997
• In 1998 he partnered with Russell Lindley to launch “Ad Results, Inc.,” focused on host-read endorsements — first on terrestrial radio, later across podcasts, streaming, and YouTube
• Built its edge in host-read endorsements: the host personally vouches for the product, which consistently outperforms produced spots on response
• In 2016 merged with Brown Bear Digital (founders Steve Shanks, Kurt Kaufer, Michael Kropko), adding digital and performance capability and rebranding as Ad Results Media
• Williams led as CEO until 2022 and now serves as Chairman; Russell Lindley is President
• Current CEO Jordan Fox came from the social/creator side — years at Laundry Service cracking Instagram and TikTok for Fortune 100 brands — which may hint at where ARM looks for its next leg of growth: creator and social, not just audio.

Business Model & Services

• Host-Read Endorsements… the core business — sourcing, negotiating, and placing host-read ads across podcasts and radio for performance brands like FanDuel and ZipRecruiter. Fees: a commission/margin on media placed plus managed-service fees. Exact take rate isn’t disclosed; RockWater estimate ~10–20% of billings, typical for the category
• Creator & Influencer Media… brand partnerships with YouTube and social creators, extending the same performance playbook beyond audio. Fees: commission on managed spend (rate not disclosed)
• Streaming & Programmatic Audio… buys across streaming audio and dynamically inserted podcast inventory. Fees: media margin/commission (not disclosed)
• Broadcast Radio… terrestrial (AM/FM), network, and satellite radio buying — the discipline ARM was founded on in 1998, before podcasting existed. Fees: media commission (not disclosed).
• Data, Measurement & Creative… proprietary ad grading, trafficking, attribution, and in-house voiced-ad production. Typically bundled into the managed-service fee; it’s what justifies the agency margin

Financials

• Not officially disclosed. The Times estimates $200M+ in annual revenue
• Key nuance: in this category, “revenue” can mean gross media billings (principal basis) or net agency fees — a distinction that drives valuation (see Deal Details). ARM has placed $2B+ in cumulative media buys over two decades

Capital Markets History

• 2019: Shamrock Capital acquires a controlling stake (terms undisclosed)
• Also on the cap table: L Catterton, the consumer-focused PE firm (LVMH/Arnault-linked) — an ARM investor whose entry and exit date aren’t public, but is reported to have exited prior to the Miroma deal
• 2016: merges with Brown Bear Digital (all-equity; terms undisclosed), becoming Ad Results Media
• 1998: founded by Marshall Williams and Russell Lindley

Owners & Selling Shareholders: Shamrock Capital

• LA-based PE firm (~$1.6B AUM) investing only in media, entertainment, and communications
• Founded 1978 as Roy Disney’s family office
• Backed ARM since 2019 (~6.5-year hold)
• Sold the majority to Miroma and retains a significant minority stake
• Whether Shamrock also took some secondary or rolled its entire remaining stake, we don’t know. 
• Co-president Michael LaSalle: “We believe in this combination”

–BUYER: Miroma Group–

Overview

• London-based independent marketing-services group of 24+ specialist businesses across creative, media, out-of-home, experiential/live-entertainment, PR, and performance — plus a smaller set of creator/content and sports-media investments (The Overlap, Buzz 16)
• 900+ employees globally after the ARM deal (737 average in FY25, pre-ARM)
• Founded in 2002 by Marc Boyan, who is still Founder & CEO
• HQ in London; only a couple of its 24+ agencies were US-based pre-deal; ARM is a step-change in US presence via NY, Houston, and LA offices.
• Client relationships include Adidas, Carlsberg, Amazon Audible, McDonald’s, Live Nation, and Google

Company Highlights

• $750M+ combined annual media investment/billings under management post-ARM (media spend, not revenue)
• Revenue has grown from £176M (FY22) to £289M (FY25) — a four-year build via organic growth plus M&A
• ~40% of FY25 revenue generated outside the UK
• Portfolio brands include Fold7, Dewynters, SpotCo, Sold Out, Maker Lab, and Newman Displays

Founding Story

• Marc Boyan founded Miroma in 2002 as a corporate-barter business (Miroma International), letting brands pay for advertising with their own products or inventory
• He deliberately concentrated in channels the big holding companies undervalued — out-of-home, experiential, and live entertainment
• Assembled depth in those niches: outdoor/signage (Newman Displays), live-entertainment and theatre marketing (Dewynters, SpotCo, Sold Out), sports content (Gary Neville’s Buzz 16), and creative (Fold7, the Carlsberg agency, acquired 2019)
• In 2022, bought London-listed Reach4Entertainment (r4e), the theatre-marketing group chaired by Boyan’s friend Lord Michael Grade, folding its brands into Miroma SET and later the Group
• Boyan’s other holdings: co-owner of Charlton Athletic FC, and co-founder with Idris Elba of the SillyFace venture; he’s previously been linked to bids for M&C Saatchi and Channel 4
• ARM is the same playbook applied to audio: buy deep specialist capability in a channel the holdcos underweight, then cross-sell it to a shared blue-chip client base

Business Model & Services

• House of Specialist Agencies… takes majority stakes in specialist agencies, leaving founders with equity and day-to-day control (the Fold7 template). Group economics: consolidated agency fees/commissions, plus cross-selling via its “commercial engine”
• Creative & Brand… Fold7 and others deliver brand strategy and campaigns for clients like Carlsberg and McDonald’s. Fees: project and retainer fees
• Live Entertainment & Experiential… Dewynters, SpotCo, and Sold Out market theatre, concerts, and live events for Live Nation, AEG, and IMG. Fees: campaign and media fees
• Out-of-Home & Location… Newman Displays and MX Location handle outdoor signage and data-led location planning/buying. Fees: production and media revenue
• Audio & Creator (new)… ARM adds host-read audio, podcast, creator, and radio buying. Fees: media commission/margin plus managed-service fees
• Content & Creator Investments… minority/majority stakes in creator and sports-media brands (The Overlap, Buzz 16, Silly Face). Model: equity holdings rather than fee-based services

Financials 

Per Miroma Holdings Ltd group accounts (Companies House / UK public filings), financial years ended 30 June; audited by Deloitte.

Notes

• Growth decelerated (+45% → +8% → +5%) as the acquisition wave (Miroma SET, Buzz 16) finished consolidating — while profitability compounded every year
• FY25 mix shift: UK revenue +18%, Rest of world -14.5% — growth led by the UK/core.” 
• Balance sheet: cash £28.9M; £30M Barclays revolving facility (£19.9M drawn); US HSBC invoice facility scaled from $15M to $20M; £7.5M dividends paid in FY25
• Revenue basis: Miroma’s revenue is a mix of gross and net. Where the group acts as principal (e.g. production, events, and PR), it books the full billed amount as revenue; where it acts as agent (e.g. media buying), it books only the net commission it retains. Reported revenue therefore blends gross billings and net fees.

What we don’t fully know on Miroma’s numbers

• £289M is the audited Miroma Holdings consolidation; Boyan controls other “Miroma” vehicles outside it (revenue not disclosed)
• Figures run to 30 June 2025 — over a year old; they exclude the ARM deal, the Overlap exit, and the May 2026 Barclays charge

Capital Markets History

• Jan 2026: exits its investment in The Overlap as Global takes a majority stake (terms undisclosed) — our deal analysis
• 2026: acquires Miroma SET, folding the r4e brands fully into the Group
• 2025: Wake the Bear rebrands as Miroma Founders Network via a Founders Forum Group partnership
• 2022: invests in The Overlap; acquires London-listed Reach4Entertainment
• 2021: launches Miroma SET, backed by Michael Kassan, Scott Belsky, Tom Hulme, and Ben Lerer, chaired by Lord Grade
• 2019: acquires majority of Fold7

–DEAL DETAILS–

Overview

• Announced June 29 2026
• Miroma acquires a majority stake in ARM; Shamrock retains a significant minority
• Financial terms undisclosed; The Times reports the deal is “believed to be in the tens of millions of dollars” – so our RockWater valuation estimate below
• Jordan Fox remains CEO of ARM; ARM keeps its brand and its NY/Houston/LA offices
• Pushes Miroma’s combined annual media investment past $750M
• Financing signal: Miroma Investments Ltd granted a new Barclays security (fixed + floating charge, Barclays as security trustee for the secured parties) created 27 May 2026 — weeks before announcement. Consistent with new or expanded acquisition debt, though the amount is redacted and Companies House filings don’t state the purpose, so we can’t confirm it funds ARM
• No banker was reported on the deal and none is claiming it. Given Shamrock’s pattern of running sale processes through its own investment team rather than always hiring a sell-side bank, we believe this looks like inbound interest handled directly rather than a broad formal auction 

Strategic Rationale

Buyer (Miroma):

• Adds its largest performance-media capability. Miroma’s roots are OOH, creative, and live entertainment; ARM brings host-read audio, podcast, and creator buying — one of the fastest-growing slices of brand budgets. 
• Step-changes a thin US operating footprint. Miroma already earned ~40% of revenue abroad, but only a couple of its agencies were US-based; ARM hands it a real US platform where the budgets and growth are.
• Cross-sell in both directions. Miroma clients (Adidas, Audible, McDonald’s, Google) gain ARM’s audio and creator infrastructure; ARM’s roster gains Miroma’s global relationships and service breadth
• Rides the convergence of audio, video, and social. Boyan is explicit that creator media sits at the center of the group’s thesis
• Boyan: “This isn’t about folding a business into a holding company”

Seller (Shamrock / ARM):

• Natural exit timing. After ~6.5 years, Shamrock takes majority liquidity while rolling a minority to keep upside — both a confidence signal and part of a capital-efficient structure (rollover plus apparent Barclays leverage) that lowers Miroma’s upfront cash.
• Better platform for ARM’s next phase. A strategic owner with global client relationships and a broader service stack accelerates growth ARM couldn’t reach alone
• Continuity. Fox stays CEO, ARM keeps its brand, and the team keeps operating independently inside the group

Post-Deal Operations

• Jordan Fox continues as CEO of ARM
• ARM retains its brand and its New York, Houston, and Los Angeles offices
• Shamrock stays on the cap table as a minority holder
• ARM operates as a specialist business inside Miroma, consistent with the group’s operator-led model (leadership keeps day-to-day control and equity)

–WHAT ELSE I FIND INTERESTING–

Podcast’s three biggest agencies have all now sold — into two opposite models.

Inside 18 months, the category’s three leaders have all transacted: Insignia bought Veritone One and Oxford Road in 2024 and merged them into a pure-play audio agency (our deal analysis), and now Miroma has taken control of Ad Results Media. 

The obvious read is “consolidation.” The more useful read is divergence. 

Insignia built a focused audio champion — one category, maximum depth. Miroma bought ARM as a single channel inside a portfolio of 24 businesses including creative, OOH, live-entertainment, and creator marketing. 

Same three assets, two philosophies: the specialist roll-up VS the diversified platform. If you’re a founder in audio or creator services weighing a sale, this is the real strategic fork — do you want a buyer that makes you the whole thesis, or one that makes you one instrument in a bigger orchestra? 

Both can pay well. They ask very different things of you afterward.

What ARM is likely worth, using the one comp that’s actually public.

We don’t have ARM’s terms, so we anchor on Veritone One, whose price was disclosed because its parent (Veritone, NASDAQ: VERI) is public. Per Veritone’s SEC filing, Insignia paid up to $104M — 8.9x EBITDA, or 3.5x net revenue — on ~$30M of net revenue and ~$12M of EBITDA. Oxford Road’s terms were never disclosed (Insignia bought it privately; we advised OR early and won’t estimate what isn’t public), so the only public number on that combined 2024 deal is the reported “$100M+.”

Here’s the trap most coverage falls into. 

In audio agencies, net revenue — the fee the agency keeps — is a small fraction of the media billings it places. Veritone One was valued on just ~$30M of net revenue despite placing many multiples of that in client spend. So ARM’s reported “$200M” is billings-scale, not net; if it were net revenue, ARM would dwarf Veritone One and a “tens of millions” price would make no sense. You value one of these on EBITDA, not the headline — the Same discipline we applied to Audioboom/Adelicious and Moburst/Kitcaster.

Here’s how we think about the numbers… 

Take ARM’s ~$200M as gross, assume a 10–15% take rate (a reasonable band for media buying), and net revenue lands around $20–30M. Apply the ~39% EBITDA margin implied by Veritone One’s disclosed multiples and that’s roughly $8–12M of EBITDA; at a category-standard 6–10x, it implies a rough enterprise value of ~$50–120M. This is directional only — ARM’s net revenue and margin aren’t disclosed — but it brackets the “tens of millions” reported in the trades, a fair sanity check. 

Two structural tells point to a modest cash outlay at close. 

Miroma’s own accounts show it buys majority stakes with founder rollover (Fold7 63.7%, later topped to 79.48%; Miroma SET 77.7%; Buzz 16 51%) — and Shamrock is doing the same here, rolling most of its equity into a minority rather than fully cashing out (whether it also took some secondary, we don’t know). A new Barclays charge filed weeks before the deal suggests debt might be doing some of the lifting too (amount redacted, and purpose unconfirmed). Rollover plus leverage is how a buyer controls a business several times larger than the cash that actually changes hands.

The four-year trajectory hiding in Miroma’s filings — and what it says about this deal.

Most coverage of this deal won’t touch Miroma’s UK accounts. We pulled the FY23, FY24 and FY25 group filings from Companies House (UK public filings), and the arc is the real story. 

Revenue growth ran +45%, then +8%, then +5% — which looks like a business losing momentum until you see what drove it. 

The +45% year was two acquisitions consolidating (Miroma SET and Buzz 16); once the roll-up wave finished, growth settled into organic mid-single digits. Underneath, the group got healthier every year: adjusted EBITDA compounded from £9M to £19M, and gross margin climbed from 23% to 28%. 

So Miroma isn’t a fading roll-up — it’s a group that spent four years buying specialist agencies and showing it can make them more profitable, which is exactly the muscle it’s now pointing at a US audio buyer. 

Here’s some additional strategic insight from the numbers. 

Even before ARM, Miroma earned roughly 40% of its revenue outside the UK — so this is an internationally exposed group, not a domestic one reaching abroad for the first time. But its US operating footprint was thin: only a couple of its two-dozen-plus agencies were US-based. ARM changes that in one move, handing Miroma a real US platform in one of the fastest-growing corners of media  — the classic reason UK and European agency groups buy into the States, where the budgets and the growth are. 

“We’re not a holding company” — real strategy, or positioning?

Boyan says this deal “isn’t about folding a business into a holding company.”

That’s worth testing, because Miroma looks a lot like a house of brands: 24+ businesses across creative, OOH, theatre, sports, PR, performance, and now audio. The honest version of his claim isn’t “we’re not a holdco” — it’s which kind of holdco. 

We covered this dynamic when Residence bought OK COOL, an explicitly anti-holdco, integration-first structure (our deal analysis), and when PMG bought Digital Voices to close its creator funnel (our deal analysis). The defensible version of Miroma’s model isn’t breadth for its own sake; it’s depth in channels the majors underinvest in (OOH, live entertainment, now creator audio) plus a shared blue-chip client base to cross-sell.

Breadth alone is financial engineering. Depth-plus-cross-sell is a strategy. ARM only pays off if Miroma actually routes Adidas and Audible spend into it — integration, not just ownership, is where this gets graded.

This is the convergence trade — and it’s the one we’re advising into right now.

Strip the geography and this is brand dollars chasing the merge of podcasting, creators, and IP into a single performance channel. 

The US podcast market alone reached an estimated $9B in 2025, up from under $1B in 2019 (The Times). We’ve tracked the capital following that curve — TCG into Goalhanger, the wave after Insignia’s VONE / OR acquisition — and we’ve watched the transatlantic version play out both ways: US money backing UK creator brands, and now a UK group buying a US agency to sell audio and creator media to global marketers. 

We’ve even covered Miroma before, on the other side of the table, when it exited The Overlap to Global in January (our deal analysis). It’s why we’re currently taking a creator x podcast brand-partnerships business to market — same convergence, matching creators, podcasters, and IP to the brand marketers and media agencies now writing these checks. Reply to this email if you’re a qualified buyer.