Last checked at 14 May 2008 14:11
Humberts Group PLC Draft 14 May 2008
14 May 2008
Humberts Group plc
("Humberts" or the "Company")
Result of General Meeting
At a General Meeting of Humberts held earlier today, each of the resolutions necessary to give effect to the proposed placing of up to £2,250,000 of Secured Convertible Loan Notes(the "Placing"), the Deferred Consideration Adjustment, and other associated matters was duly passed. Details of the Placing, the Deferred Consideration Adjustment, and the associated matters were announced on 25 April 2008 and set out in documents sent to Humberts shareholders also on 25 April 2008 (the "Circular"). Unless the contrary is stated, expressions used in this announcement shall have the same meaning as in the announcement made on 25 April 2008.
The Board notes that completion of the Placing is conditional on a number of conditions and is currently considering whether these conditions will be capable of being met. In particular, the Board believes that it may be difficult or impossible to satisfy certain key conditions principally because:
The Company has not yet executed sufficient Supplemental Acquisition Agreements to meet the minimum of 60% (by value) of the Deferred Consideration payable to the Sellers of certain businesses purchased by the Company during 2006 and 2007; and
Early indications are that the aggregated disposal value of certain businesses which the Company was intending to dispose of in order to raise additional working capital is likely to be significantly less than expected, which may have a significant negative impact on the Group's cashflow forecasts.
The Board is currently evaluating these and other relevant issues and will release a further update as soon as is practicable, including further details in relation to the Share Capital Reorganisation and issue and admission of the Adjusted Consideration Shares.
Further enquiries:
Humberts Group plc
John McLean, Executive Chairman
Michael Nower, Chief Executive Officer Tel: 020 7491 8888
Panmure Gordon & Co.
Grant Harrison
Mark Lander Tel: 020 7459 3600