Investment in AC Ancona

RNS Number : 8462I

Brainspark PLC

19 March 2010

 



Embargoed until 7 a.m.                                                                                                      19 March 2010

Brainspark Plc

("Brainspark" or "the Company")

Acquisition of significant minority interest in AC Ancona S.p.A

The Board of Brainspark plc (AIM: BSP), a fast growing international investment company, is pleased to announce that on 18 March 2010 it entered into an agreement with Investor Unlimited S.r.L. ("Investor Unlimited") to acquire 36.6 per cent. of the total issued share capital of Associazione Calcio Ancona, S.p.A ("AC Ancona") an Italian professional football club (the "Agreement"). 

AC Ancona is in Serie B of the Italian Football League and currently resides in fourth place in the table, only four points behind the division leader with just 13 matches to play before the season ends in May 2010. 

The total consideration payable by Brainspark is €1.66 million (£1.48 million) to be satisfied through the issue of 211,000,000 new ordinary shares in Brainspark to Investor Unlimited (the "Consideration Shares"). Investor Unlimited is a company controlled by Enrico Petocchi, the CEO of AC Ancona.

The Consideration Shares will be issued to Investor Unlimited in two tranches.  The first tranche of 100,000,000 Consideration Shares will be issued to Investor Unlimited within five business days of the date of the Agreement.  The second tranche of 111,000,000 Consideration Shares will be issued to Investor Unlimited by no later than 18 September 2010. The issue of the second tranche of Consideration Shares is not subject to any pre-conditions being met. Investor Unlimited have agreed that the second tranche of Consideration Shares shall be subject to a lock-in arrangement with, effective from today, 111,000,000 of the Consideration Shares being subject to a 12 month lock-in arrangement and 55,500,000 of the Consideration Shares being subject to a 24 month lock-in arrangement.

Application has been made to the London Stock Exchange for the first tranche of 100,000,000 Consideration Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will take place on or around 25 March 2010. On Admission there will be 1,132,286,467 ordinary shares of 0.01 pence each in the Company in issue and Investor Unlimited will be interested in 8.83% of the enlarged issued share capital of Brainspark.

For the year ended 30 June 2009 AC Ancona generated revenue of €6.02 million (£5.37 million) and a net loss of €2.12 million (£1.89 million), fully covered by a capital increase of €2.15 million (£1.92 million) as of 29 January 2010. AC Ancona is pursuing a capital increase aimed at raising approximately €3.0 million (£2.68 million) by the end of June 2010. The total assets of AC Ancona as at 30 June 2009 were €5.17 million (£4.62 million).

Alfredo Villa, CEO of Brainspark, commented, "We are delighted to have secured a minority shareholding in such a prestigious sporting institution. The football club was founded in 1905 and, until 2005 had spent many years in Italy's top division, fielding international stars such as Dino Baggio. We believe that with the proper guidance and financial investment AC Ancona will once again enjoy the accolades this great club deserves."

-ends-

For further information please contact:

Brainspark plc
Francesco Gardin, Chairman	[phone]
Alfredo Villa, CEO	[phone]
Allenby Capital Limited	[phone]
Nick Athanas
James Reeve
Leander PR	[phone]
Christian Taylor-Wilkinson

Notes to Editors:

About Brainspark Plc

Brainspark plc (AIM: BSP) is an AIM listed investment company pursuing a dynamic strategy to create a comprehensive portfolio of companies encompassing the interactive media, leisure, entertainment and financial services sectors mainly in Italy but also other European countries. Its core investment is Mediapolis Investments SA, the owner of a site in northern Italy with plans for the development of a large theme park. The Company's investments may be either a passive or active and Brainspark's rationale ranges from acquiring minority positions with strategic influence through to larger controlling positions.

 

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