Update

RNS Number : 0285D

Adventis Group PLC

10 May 2012

 



Adventis Group plc

(the "Group" or the "Company")

Update

The Company notes the recent fall in its share price and provides the following update. The Company released a trading update on 20 January 2012 (the "January Update") in which it stated that its bank indebtedness at 31 December 2011 was £2.2 million.  Furthermore, it was expected that the realisation of retained net working capital following the sale of certain assets held by the Media division would generate net inflows of approximately £0.5 million, which would be used to reduce bank indebtedness. Current bank indebtedness is, as expected, lower than as at 31 December 2011 at approximately £1.5 million.

Since the January Update, the Company has been in discussions regarding an equity fundraising to raise net funds of approximately £3.0 million (the "Capital Raising") which would have been used to repay the Group's bank debt and for the partial satisfaction of the outstanding deferred consideration currently due to the vendors of Second2 Limited and bChannels Limited (the "Technology division").  Those vendors were also willing to participate significantly in the Capital Raising, becoming significant shareholders of the Company and agreeing a schedule of payments for the balance of deferred consideration not immediately settled.

However, despite the Company's efforts and the support of key shareholders, it has not proved possible in current market conditions to secure sufficient commitments from new investors to make the Capital Raising viable.  The Directors have therefore concluded that the Company is unable to proceed with the Capital Raising.

Throughout the year to date, the Company has been in discussions with its bank, Lloyds Banking Group ("LBG"), regarding its facilities and future support.  LBG has been fully supportive of the Capital Raising and remains supportive of the Company.

The Company is currently reviewing its options regarding the repayment of its bank debt and, with the support of LBG, is in the process of engaging advisers to assist in the sale of the Technology division. Any sale of the Technology division would be subject to obtaining shareholders' approval and the Board believes that the sale of the Technology division will realise sufficient funds to more than satisfy the LBG bank debt, although there is no certainty that this will be the case. If this were to be the case, the Company would become an investing company as defined in the AIM Rules for Companies and would seek shareholder approval for an appropriate investing policy. LBG has indicated that if insufficient funds were realised from a sale of the Technology division, it would take appropriate action to obtain repayment of outstanding sums, which may or may not include administration or an insolvency process.

A further announcement will be made in due course. The Company expects to release its preliminary results announcement for the year ended 31 December 2011 in early June 2012.

Nick Winks, Chairman, commented:

"Having tried, unsuccessfully, to persuade investors to back our efforts to raise new equity to pay down both bank and vendor debt, we are now working with our bank to find an alternative solution. We have two profitable and highly promising technology businesses which will now have to be sold to pay this historic debt. We believe that these businesses should be sold for an amount that is greater than that owed to the bank. "

Enquiries:

Adventis Group plc	Tel: [phone]
Nick Winks, Chairman
Andy Pearson, Finance Director
Westhouse Securities Limited	Tel: [phone]
Tom Griffiths

 

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