RE: Motive Television26 Nov 2014 08:15
[MTV]
Motive Television plc announces that it has reached a final and binding agreement with CCAN 2005 Inversiones Societarias, S.C.R., S.A. De Regimen Simplificado (''CCAN'') to acquire the remaining 32.3 per cent. of Motive Television SL, (its Spanish subsidiary), that it does not own for €600,000 (approximately £480,000). This agreement also resolves the two-year legal dispute between Motive and CCAN that has been active in the courts in Spain and the United Kingdom.
The acquisition is being part financed by a placing of 6,153,846,154 new ordinary shares priced at £0.00013 each to raise gross proceeds of £800,000 ("Placing Shares").
€600,000 (approximately £480,000) will be used to finance the CCAN settlement and the balance will be used to accelerate the rollout of Tablet TV in the United States, United Kingdom, and other markets.
In October 2010, the Company acquired 67.7 per cent. of Adecq Digital S.L. (since renamed Motive Television S.L.) from its founders for €4.2 million. CCAN owned the remaining 32.3 per cent. until 3 July 2012 when it underwent a change of control and Motive exercised its rights under the Shareholder Agreement to acquire the CCAN stake at nominal value. Subsequently, CCAN notified the Company that it intended to exercise its rights under a Put Option to sell its shares to Motive for €2.1 million, and the ownership transfer has been in legal dispute since then.
Application will be made for the Placing Shares to be admitted to trading on AIM. Admission is expected to become effective and dealings are expected to commence on AIM on 2 December 2014. Following the issue of the Placing Shares, the Company will have 41,917,673,381 Ordinary Shares in issue.
Leonard M Fertig, CEO of Motive Television plc, commented, "The resolution of the CCAN dispute and acquisition of complete control of the Company's IPR is an important step forward, and is expected to add substantial value to the Company. Being able to do so at a fraction of the cost of the first two-thirds is very good deal. In addition, Tablet TV is proving so popular with broadcasters that we are accelerating the rollout of a game-changing product for Motive."
Michael Pilsworth, Chairman of Motive Television plc, added, "This acquisition resolves the long-standing legal dispute between the Company and CCAN and gives Motive complete ownership of its subsidiary that owns its patented IPR. It allows management to focus on the upcoming launches of Tablet TV in the United States and the UK and on building our business."
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