Disposal Agreement

Milestone Group PLC 21 August 2006 For Immediate Release 21 August 2006 Milestone Group PLC DISPOSAL AGREEMENT On 4 August 2006, AIM listed Milestone Group PLC ('Milestone' or 'the Company') announced it was in negotiation with Letterbronze Limited ('Letterbronze') to dispose of the whole of its publishing division, including the Property Weekly series of publications ('Property Weekly'), for a total consideration of £1,025,000. Milestone is today announcing it has entered into a different agreement, subject to Shareholder approval, to dispose of Property Weekly as a stand-alone business unit to Tindle Newspapers Limited ('Tindle') for a consideration of £1.4 million. Letterbronze had originally offered the Company, subject to due diligence and contract, approximately £775,000 to acquire Courier Newspapers (Oxford) Limited ('CNL'), and approximately £250,000 to acquire Basingstoke Observer Limited, with a cash adjustment to reflect the net asset values of the businesses at the time of completion. In light of the consideration offered by Tindle for Property Weekly, which is around £375,000 higher than that which had previously been offered by Letterbronze for the whole of Milestone's publishing division, negotiations with Letterbronze have now been terminated by mutual consent. Consequently, the Company is to adjourn the Extraordinary General Meeting ('EGM'), due to take place at 9.00am this morning. The Company intends to convene a new EGM for on or around 11 September 2006 to approve a new resolution, as required under Section 15 of the AIM Rules, to authorise the proposed disposal of Property Weekly to Tindle ('the Disposal'). Completion of the Disposal is intended to take place on 11 September 2006, or as soon as possible thereafter. A circular setting out further details of the Disposal and notice of the new EGM will be posted to Shareholders in the coming days. A further Announcement will be made at the time of posting. Milestone Chief Executive, Andy Craig, said: 'Throughout the Company's strategic review, we have made clear that we are committed to explore all opportunities to maximise Shareholder value at what is a challenging time for the regional newspaper industry. 'We are delighted to have been able to reach this new agreement, securing a consideration that is almost 40 per cent higher than that which had originally been offered by Letterbronze for the whole of Milestone's publishing division, thereby enhancing the ongoing cash position of the Company. Furthermore, the Company has also entered into an agreement with Tindle to share future newspaper distribution costs in Oxfordshire, which we believe will have a material positive impact on the ongoing publishing business. 'Milestone is now reopening discussions with a number of third parties regarding the disposal of the remainder of the Company's publishing division.' Property Weekly is a free broadsheet newspaper containing advertisements for homes to buy and rent with three separate editions covering north Oxfordshire, south Oxfordshire and Newbury, together with an associated website. Approximately 75,000 copies of Property Weekly are currently printed each week and distributed via a mixture of door-to-door delivery and dispensers located in estate agents and retail outlets. Property Weekly is currently published by CNL, a wholly owned subsidiary of the Company. No goodwill is directly attributable to Property Weekly in the accounts of CNL. According to CNL's unaudited management accounts, Property Weekly produced a turnover of £856,000 for the ten months ended 31 July 2006. A large proportion of the overheads of Property Weekly have traditionally been absorbed by CNL. Management estimate that Property Weekly would have produced a profit of approximately £150,000 during the first ten months of this financial year if it had been operating as a stand alone business unit, responsible for its own distribution. Under the terms of the Disposal, CNL has agreed to transfer its newspaper distribution department to Tindle. This department is responsible for the distribution of Property Weekly and a number of CNL's ongoing titles in Oxfordshire, in particular Courier Journal and Auto Weekly. The Company has entered into a cooperation agreement with Tindle that guarantees continued door-to-door delivery for CNL's free newspapers in Oxfordshire, substantially reducing CNL's distribution costs. The agreed rates will apply for a minimum period of two years following completion of the Disposal. Following the Disposal, the Company's main trading units will remain: •Courier Newspapers (Oxford) Limited - publishes Courier Journal series (Oxfordshire), Oxford City Journal, Auto Weekly (Oxfordshire), Oxfordshire Living, West Berkshire News •Basingstoke Observer Limited - publishes Basingstoke Observer (North Hampshire) •Oxford Broadcasting Limited trading as SIX TV - operates 'SIX TV' branded local television channels in Oxford and Southampton The consideration for the Disposal of £1.4m is payable in full upon Completion. The Milestone Board intends to use approximately £150,000 of the consideration to meet existing liabilities within the Company's publishing division and to enhance the balance sheet of CNL. The net proceeds from the Disposal will also be used, in part, to meet the general working capital requirements of the Company. However, it is hoped that the Company will be in a position to retain a significant proportion of the consideration, either to distribute to Shareholders or to invest in new ventures. Following completion, a review of the best use of the proceeds and Milestone's ongoing business strategy will take place under the direction of the Company's non executive Chairman, John Sanderson, in consultation with the Company's nominated adviser, Arden Partners PLC. For further information Milestone Tel: 01235 547 800 Andy Craig/Daniel Cass Arden Partners Tel: 0207 398 1632 Richard Day Buchanan Communications Tel: 0207 466 5000 Bobby Morse/Suzanne Brocks This information is provided by RNS The company news service from the London Stock Exchange
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