Hasgrove PLC Disposal (6429Z)
March 11 2013 - 3:00AM
UK Regulatory
TIDMHGV
RNS Number : 6429Z
Hasgrove PLC
11 March 2013
11 March 2013
Hasgrove plc
Proposed disposal of Amaze plc
Hasgrove plc (AIM: HGV, 'Hasgrove', or the 'Group'), the digital
and communication services group, has conditional agreement to sell
Amaze plc ('Amaze'), its full service marketing and technology
company, to St Ives Marketing Services Limited for a total cash
consideration comprising a GBP15.3 million initial payment payable
on completion, which includes GBP1.8 million repayment of
intercompany debt and up to a further GBP9.7 million payable
conditional upon achieving certain profit targets in the year to 31
December 2013.
The disposal is subject to shareholder approval.
Hasgrove acquired a number of digital businesses between 2007
and 2009 and has since completed the integration and restructuring
of these businesses. This resulted in Hasgrove owning two
divisions; digital and communication services, which included
Amaze, Interact and The Chase; and public affairs and strategic
communications, operating as Interel.
Amaze has built a strong position in digital business solutions
and gained real momentum in the market. However, in order to take
the business forward, build on this momentum and accelerate growth,
it needs a strategic partner with the ability to increase
investment in the business. New business opportunities are now
actively being turned down due to a lack of resource. Investment by
a partner would also enable the business to take full advantage of
opportunities it is seeing in related areas, such as eCommerce.
In July 2011, Interel, the public affairs and strategic
communications division, was sold to its management team for
EUR9.55m (GBP8.45m) in cash.
Following the sale of Amaze, Hasgrove will own three trading
subsidiaries; Interact, The Chase and Landmarks. The Board believes
that these businesses address key market segments and offer growth
potential. A proportion of the net disposal proceeds will be
invested to accelerate the growth of Interact, particularly outside
of the UK.
Part of the net proceeds of disposal will be invested in the
Group's remaining businesses for expansion and working capital
requirements. Up to GBP1.9m will be used to fully repay the Group's
bank loans.
The Board is considering the options in relation to the
remaining proceeds, which will include a return of cash to
shareholders.
Financial effects of the Disposal
For the year to 31 December 2012 Amaze achieved revenues of
GBP17.3m and operating profits before management recharges of
GBP1.7m. The net assets being disposed amount to GBP6.7m.
Board change
Group Finance Director, Stephen Collins, will step down from the
Board and his role as Company Secretary following the completion of
the transaction and will leave Hasgrove. He will remain with Amaze
as Finance Director.
General Meeting
A circular will be sent to shareholders containing more details
of the disposal and notice of a General Meeting of the Group.
Paul Sanders, Hasgrove's Chief Executive, said:
"We have worked with the management team of Amaze to grow and
develop the business. It is now of a scale which needs further
investment to take it to the next level. Therefore having received
a good offer, we have decided now is the right time to realise our
investment in Amaze."
Enquiries:
Hasgrove plc +44 (0)161 242 5650
Paul Sanders, Group Chief Executive
Stephen Collins, Group Finance Director
Peel Hunt LLP (Nominated Advisor and
Broker) +44 (0)20 7418 8900
Richard Kauffer/Daniel Harris
Results International (Financial Advisor) +44 (0)20 7629 7575
Andy Collins/Julie Langley
College Hill +44 (0)20 7457 2020
Adrian Duffield/Rozi Morris
This information is provided by RNS
The company news service from the London Stock Exchange
END
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