LONDON (Alliance News) - Ten Alps PLC's trading suspension was lifted Wednesday after it announced an acquisition, a share placing and subscription, a share consolidation and debt conversion and appointed a new Nominated Adviser and broker.
Ten Alps shares were suspended from trading temporarily at the start of June as the company said it was in advanced talks about an acquisition that would constitute a reverse takeover under AIM rules and was also mulling an equity fundraising and restructuring of its current long-term debt obligations.
On Wednesday, the multimedia content producer for TV and radio said it has agreed to buy Reef Television Ltd for about GBP5 million, comprising an initial payment of GBP2 million in cash, a deferred payment of up to GBP3 million in cash or shares, plus an additional earn-out payment. The deal does constitute a reverse takeover and therefore needs to be approved by shareholders at a meeting to be hedl July 10.
Ten Alps said it has also raised GBP4.5 million by placing 173.9 million new shares at 2 pence each and through a subscription for 51.1 million at the same price, money it will use to fund the acquisition and for working capital.
The price is a 63.6% discount to Ten Alps' equivalent closing price of 5.5 pence on May 29, the last trading day before the stock was suspended.
The equity fundraising will be combined with a 10-for-1 share consolidation.
"We see the new Ten Alps as a key player in the TV production landscape and are excited by the opportunity to be part of this smart new company. For some time we have been looking to partner with another production business in order to give us the firepower to extend into new territories and engage with the new platforms which are changing the shape of the television market," said Richard Farmbrough, chief executive of Reef Television.
Farmborough will be commercial director of the Ten Alps Television division in addition to CEO of Reef Television when the deal completes.
"This is a significant moment in the turnaround of Ten Alps. The proposed acquisition of Reef Television is an important first step in a strategy to achieve greater scale and momentum in our TV and digital content businesses," Ten Alps CEO Mark Wood said.
Ten Alps is also proposing a debt conversion, which will result in its long-term debt obligations falling to GBP2 million as well as a reduction in some short-term obligations.
Reef creates formats and develops ideas across a range of factual and entertainment programmes, but is especially strong in daytime UK TV, according to the companies. It produced programmes such as 'Put Your Money Where Your Mouth Is', 'Penelope Keith's Hidden Villages' and 'Selling Houses with Amanda Lamb'.
Ten Alps also said it has appointed has appointed N+1 Singer Advisory LLP as its Nominated Adviser and broker with immediate effect.
The company's shares were untraded 25 minutes after the trading suspension was lifted at 1000 BST Wednesday morning.
By Steve McGrath; stevemcgrath@alliancenews.com; @stevemcgrath1
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