Catalyst Media Regulatory News (CMX)

1 Feb 2010 07:00



Announcement by Catalyst Media Group Plc 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION 

Catalyst Media Group Plc 

("CMG" or the "Company")

1 February 2010

Announcement of strategic review

The Board of CMG announces that it has commenced a review of its strategic options. This could include the sale of CMG.

The Company has appointed Rothschild as financial adviser to advise the Board through this process.

A further announcement will be made in due course.

The Group's assets comprise a 20.54% stake in Satellite Information Services (Holdings) Limited ("SIS") and an on-line gaming platform. Further details are provided at the end of this announcement.

All enquiries should be directed to Rothschild.

Contacts:

Michael Rosenberg, Non-executive Chairman +44 (0)7785 727595

Melvin Lawson, Non-executive Director +44 (0)20 7637 8412

Rothschild, Financial Adviser to CMG

Avi Goldberg +44 (0)20 7280 5000

Greg Cant +44 (0)161 827 3800

Robert King +44 (0)161 827 3800

Strand Hanson Limited, NOMAD to CMG

Angela Peace +44 (0)20 7409 3494

James Harris +44 (0)20 7409 3494

A copy of this announcement will be available at www.cmg-plc.com  Dealing Disclosure Requirements:

Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of CMG, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of CMG, they will be deemed to be a single person for the purpose of Rule 8.3. 

Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of CMG by an offeror or CMG, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.

A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at http://www.thetakeoverpanel.org.uk/new/.

"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. 

Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.

Pursuant to Rule 2.10 of the City Code, CMG announces that it has 28,143,197 ordinary shares of 10p each in issue (ISIN GB00B282R334). There are 180,000 warrants in issue exercisable at any time up to and including 27 May 2010 at £2.50 per share, and, in addition, further warrants in issue for 1 per cent of the issued share capital of the Company at £4.00 per share exercisable at any time up to and including 4 August 2010.

  Notes to editors:

The principal activities of SIS are:

SIS provides its services to almost every betting outlet in the United Kingdom and Ireland, as well as in Europe, the Caribbean and Sri Lanka, providing and distributing live coverage of horseracing and greyhound racing. SIS also produces the "At The Races" channel on the Sky Satellite platform.

The SIS Group has continued to strengthen its position and is delivering not only its own televised services, but also those of its UK competitor, Turf TV, into more than 75% of the UK market. The SIS Group intends to stay ahead of the competition by offering visual and data services that are of the highest quality and competitively priced.

On 22 July 2009 it was announced that SIS had signed a long term agreement with Arena Leisure plc ("Arena"), the UK's leading operator of horseracing fixtures, which owns and operates seven racecourses in the UK. The rights agreement ensures that SIS will continue to provide horseracing images from Doncaster, Royal Windsor, Folkestone, Lingfield Park, Southwell, Wolverhampton and Worcester until the end of 2016 in its services to licensed betting offices. The tracks include all weather and floodlit courses that ensure racing is available to bookmakers all year round and during the increasingly important evening trading period.

Furthermore SIS has signed a long term agreement with Northern Racing Ltd an operator of ten racecourses in the UK including Chepstow and Fontwell Park. The agreement now runs to 2017.

The SIS Group acquired the BBC Outside broadcast business for £21m from the British Broadcasting Corporation ("BBC") on 1 April 2008. SIS LIVE is now one of the most experienced television, production and outside broadcast service providers in Europe. With a fleet of over 110 uplinks covering the spectrum of state-of-the-art uplink trucks, its proprietary automated Upod technology and its rapidly deployed, dismountable Drive Fly kits, it is now the largest provider of transportable satellite uplink services in the world, servicing clients including television news broadcasters and sports event organisers. It covers 100,000 hours of live events worldwide each year, including Formula One, The Wimbledon Championships, UEFA Champions League football and European Tour Golf and delivers approximately 80% of live news feeds across the UK.

In 2008 it announced an alliance in the United States with Intelstat, the leading supplier of commercial satellite services to market its Upod products in the United States market.

For the year ended 31 March 2009, SIS reported audited revenue of £192.9 million (2008: £159.0 million), earnings before interest, tax, depreciation and amortisation ("EBITDA") of £35.6 million (2008: £32.3 million) and profit after tax of £15.1 million (2008: £18.0 million). .

Further information on SIS can be found on its website at www.sis.tv.