Double acquisition of network assets

RNS Number : 8242G

Coms PLC

12 June 2013

 

12 June 2013

Coms plc

("Coms" or the "Company")

 Double Acquisition of data network assets

Related Party transaction

Coms plc. (AIM: COMS), is pleased to announce it has acquired two sets of telecoms and IT hardware used in providing data networks.  The Company has acquired one set of assets from the Company's CEO, Dave Breith for a price of £200,000. In addition it has acquired another set of assets from TFM Networks Limited for a consideration of £480,000 Both acquisitions are payable in Coms ordinary shares of 0.1p each ("Ordinary Shares") at a price of 2.7 pence per share for the TFM assets and 3 pence for the Dave Breith assets. For a period of three months, all parties have agreed not to sell any shares without the permission of the Coms plc board.

The network assets acquired from Dave Breith, which originally cost circa £600,000 with a further cost of circa 300,000 in set up and configuration.

This equipment gives Coms a proprietary platform that will enable the Company to offer a wide range of voice and data services. Having its own hardware will reduce the Company's costs, give additional flexibility and enhanced resilience. Within the terms of the agreement, TFM will also merge the networks and fully manage them on a 5 year contract.

By virtue of its size, the acquisition of assets from Dave Breith constitutes a related party transaction under the AIM Rules for Companies. The independent directors, having consulted with the Company's nominated adviser, consider that the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.

Iain Ross (Coms independent non-executive director) states "The purchase of these 2 networks and combining them gives Coms plc an additional and powerful business advantage. By being able to provide data and broadband in-house gives us the control we need for our core hosted and cloud based services and well as massive upsell opportunities to our growing customer base. This will also help the roll out for our recent large contract win and add additional profitability to the business"

I believe it will be transformational for a cloud based business such as ours to offer its own data connectivity and will truly set us apart from the rest for the years to come"

Application will be made for the admission to trading on AIM of the 24,444,444 Ordinary Shares with admission expected to take place on 19 June 2013. The Company's enlarged issued ordinary share capital immediately following the issue of these shares will be 490,640,572 Ordinary Shares. The Company holds no Ordinary Shares in Treasury at this time. The figure of 490,640,572Ordinary Shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in interest in, the share capital of the Company under the Disclosure and Transparency Rules.

Following the issue of these shares, David Breith will hold 107,626,455 ordinary shares representing 21.94 per cent of the Company and TFM networks will hold 17,777,778 ordinary shares representing 3.62 per cent of the Company.

Coms plc

David Breith (CEO)                                                                                          [phone]

Grant Thornton UK LLP (Nominated Adviser)

Colin Aaronson / Jen Clarke                                                                        [phone]

Simple Investments (Broker)

Andy Thacker / Nick Emerson                                                                    [phone]

Newgate Threadneedle (PR)

Graham Herring                                                                                                [phone]

Notes to Editors

Coms plc is listed on the London Stock Exchange (AIM market) and is a leading player in the provision of Hosted VoIP Telephony to UK businesses with over 10-years' experience in the telecoms sector. Unlike most VoIP providers, Coms does not rely on third party providers and we own and operate a UK based Carrier Class Telephony Platform.

 

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