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Acquisition of Canadean Limited

2 Sep 2010 07:00

RNS Number : 0128S
Progressive Digital Media Group PLC
02 September 2010
 



 

2 September 2010

 

Progressive Digital Media Group plc (the "Company" or "Progressive")

Acquisition of Canadean Limited ("Canadean")

 

The Company is pleased to announce that it has completed the acquisition of the entire issued share capital of Canadean for a total consideration of £9,000,000 in cash and the issue of 6,944,445 shares.

 

Background to the acquisition of Canadean

Canadean is a leading provider of business and market intelligence to the global beverage industry. Founded in 1973, Canadean has established an enviable position in the market place, providing high quality business critical information for many of the world's largest beverage companies, both soft drinks & beer, as well as key suppliers to the industry across packaging, raw materials and ingredients.

 

For the financial year ended 31 December 2009, Canadean reported revenues of approximately £6.4 million and net assets of approximately £1.0 million.

 

The Company believes that with the benefits of being part of the enlarged Progressive Digital Media Group, the acquisition will be earnings accretive within the first twelve months post acquisition. Moreover, this acquisition provides Progressive with the platform from which to expand into other global verticals allied to the beverage market and its supplier industries.

 

The Company is also pleased to announce that Kelsey van Musschenbroek, a founder, Chairman and CEO of Canadean, has agreed to join the Board of Progressive as a Non-Executive Director.

 

Financing

The acquisition of Canadean will be financed by a £9.0 million three year amortising loan facility provided by Mike Danson (Chairman of Progressive and Shareholder) and by the issue of 6,944,445 new Progressive ordinary shares ("Consideration Shares"). The Consideration Shares rank pari passu in all respects with the existing issued ordinary share capital of the Company.

 

The Term Loan provided by Mike Danson, which is to be repaid in full by September 2013 (or earlier subject to Board Approval), accrues an interest rate of 275 basis points over 3 month LIBOR (London Interbank Offered Rate), in line with the current rate on Progressive's bank overdraft facility.

 

Following the issue of Consideration Shares, the issued share capital of the company will increase by 1.9% to 376,492,131 ordinary shares of 0.01p each. In accordance with the Disclosure and Transparency Rules, the Company confirms that upon completion its quoted share capital comprises 376,492,131 ordinary shares. This figure may be used as the denominator for the calculations by which they will be required to notify their interest in, or a change to their interest in, the share capital of the Company under the Disclosure and Transparency Rules.

 

Holdings of existing Directors will remain unchanged.

 

Related Party Transaction

As Mike Danson is Chairman of, and a substantial shareholder in, Progressive, the £9.0 million loan facility being provided by Mike Danson is classified as a related party transaction under the AIM Rules. The Directors of the Company having consulted with the Company's nominated adviser, Investec Bank Plc, consider that the related party transaction is fair and reasonable so far as the shareholders of Progressive are concerned.

 

 

For further information please contact:

 

Progressive Digital Media plc

Simon Pyper

Chief Executive

Tel: 0207 936 6400

 

Investec Investment Banking

Nominated Adviser to the Company

Erik Anderson / David Flin

Tel: 0207 597 5075

 

Hudson Sandler

Financial and Corporate Communication

Nick Lyon

Tel: 0207 796 4133

 

Notes:

 

Director Appointment Notification

 

The Company announces the appointment of Kelsey van Musschenbroek as a non-executive director with effect from 1st September 2010.

 

In accordance with the AIM rules the Company releases the following information:

 

Full Name: Kelsey Samuel van Musschenbroek

Age: 68

Current directorships or partnerships: Canadean Limited, Canadean International Beer Service Ltd (non-trading), Canadean Company Watch Ltd (non-trading).

Past directorships or partnerships in the previous five years: None

Date of appointment: 01 September 2010 

Holding In Company: 2,678,472 Ordinary Shares representing 0.71% of the total voting rights.

 

There is no other material matter that is required to be disclosed pursuant to schedule 2 (g) of the AIM rules.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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