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CVA & Group Restructuring

24 Dec 2010 11:27

RNS Number : 6063Y
imJack PLC
24 December 2010
 



IMJACK PLC

 

(the "Company" or "ImJack)

 

Group Restructure

 

Further to the announcement made by the Company on December 15th 2010, ImJack announces that it is currently in talks with insolvency practitioners regarding the implementation of a Company Voluntary Arrangement (CVA) to be proposed to creditors of the Company. A CVA is a formal procedure under Part 1 of the insolvency Act 1986 that allows a company to agree a composition or arrangement with its creditors in satisfaction of some or all of its debts.

 

A letter has been sent to creditors and will be sent to shareholders to inform them of these proposals.

 

The terms of the proposals are to make a single distribution of £499,438 by 30th April 2011 or an amount equivalent to enable the payment of a dividend of £100p in the £ to unsecured creditors. The contribution is dependent on the Company being able to implement its new business plan as set out below by the 30th April 2010 in order to allow it to raise the funds to complete the CVA and continue trading. Meanwhile the proposed CVA for ImJack Communications ltd has failed owing to the £50,000 for the second payment due at the end of October not being available to the Company.

 

The Company has developed a new dimension to its communications platform for schools which the Directors believe will enable it to generate significant funds in the medium and long term. The Company has been in discussions with a number of major organisations and potential commercial partners regarding this opportunity and the Company has received positive feedback regarding this potential opportunity. The Directors believe that if the model is successful then it will greatly enhance the value of the Company enabling it to raise further funds at a higher price than the suspension price in the New Year along with a restructured Board.

 

Whilst the Company pursues this new business plan it will require further funding and the Morris family have agreed to do this on the following terms:-

·; As previously announced on November 9th Debra Morris has a been granted security over the assets of the Company in relation to loans made to the Company. These assets are held in a subsidiary company of ImJack- The Day Ltd ("the Day") which has loans of £155,000 from Debra Morris and the third party individual referred to in the announcement of 3rd December 2010. The Directors believe that the value of the assets is less than the loans. The Day has been transferred to the Morris family for nil consideration.

 

·; As from the 1st January 2011 the Company's employees along with their employment liabilities will be transferred to a new company owned by the Morris family ("Newco").

 

·; In the event that the Company successfully completes the CVA and pursues its new business plan, then the Company has been granted an option to repurchase the Day along with Newco for £1m in shares along with repayment of the loans to the Morris family and the third party individual. If the option is not exercised it will lapse after 4 months.

 

The Company's independent Director considers, having consulted with the Company's nominated adviser, Daniel Stewart, that the terms of these related party transactions are fair and reasonable as far as the shareholders are concerned and represent the best way to restore value to the shares and pay the creditors.

 

 

 

For further information please contact:

 

imJack Plc

Michael Abrahams Chairman

 

Tel. 01653 618016

Daniel Stewart & Company plc

Emma Earl/Paul Shackleton

 

Tel. 020 7776 6550

Rawlings Financial PR Ltd

Catriona Valentine 

Tel. 01653 618016

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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12
Date   Source Headline
16th Jun 20117:00 amRNSCancellation - Imjack plc
15th Jun 20115:43 pmRNSWinding Up
25th May 20117:00 amRNSExtension of CVA Deadline
21st Jan 20112:13 pmRNSCVA & Result of General Meeting
12th Jan 201111:16 amRNSCVA and Notice of General Meeting
24th Dec 201011:27 amRNSCVA & Group Restructuring
15th Dec 20107:30 amRNSTemporary Suspension
3rd Dec 20107:00 amRNSUpdate on Funding
9th Nov 20108:37 amRNSUpdate on Funding
6th Oct 20101:42 pmRNSRenegotiation of funding facility
13th Sep 201012:04 pmRNSResult of AGM
13th Sep 20107:00 amRNSAGM Statement
31st Aug 201010:39 amRNSCancellation of Shares
24th Aug 20109:38 amRNSNotice of AGM
29th Jun 20107:00 amRNSInterim Results
11th Jun 20101:50 pmRNSHolding(s) in Company
10th Jun 20104:57 pmRNSTrading Update
8th Jun 20107:30 amRNSRestoration - imJack Plc
8th Jun 20107:02 amRNSFinancial Results Year Ended 30 September 2009
8th Jun 20107:00 amRNSResult of General Meeting & Restoration of Trading
20th May 20106:25 pmRNSCircular, Board and Adviser Changes
6th Apr 20107:00 amRNSBoard Changes and Consultancy Agreement
3rd Dec 20097:00 amRNSHoldings in Company
24th Nov 20097:00 amRNSMarket Update
15th Oct 20092:25 pmRNSChange of Name of Nominated Adviser
7th Oct 20097:00 amRNSBoard Changes and Strategy Update
7th Sep 20092:23 pmRNSConsultancy Agreement
28th Aug 20097:00 amRNSMemorandum of Understanding
30th Jun 20097:00 amRNSDirectorate Change
17th Jun 20092:49 pmRNSHolding(s) in Company
16th Jun 20094:06 pmRNSHolding(s) in Company
9th Jun 20097:00 amRNSDirectorate Change
8th Jun 20094:38 pmRNSChange of Name
5th Jun 200912:16 pmRNSInterim Report
5th Jun 200912:15 pmRNSResult of General Meeting
20th May 20097:00 amRNSPosting of Circular
19th May 20094:16 pmRNSPlacing
16th Apr 20097:00 amRNSChange of Adviser
2nd Apr 20091:56 pmRNSAmteus signs MOU with SSAT
31st Mar 200911:06 amPRNResult of AGM
30th Mar 200912:40 pmPRNChange of Adviser
17th Mar 20097:00 amRNSAGREEMENT WITH E-LEARNING FOUNDATION
10th Mar 20091:44 pmPRNAnnual Report and Accounts
3rd Mar 20094:02 pmPRNHolding(s) in Company
11th Feb 20097:00 amPRNCopies of Report and Accounts
30th Jan 20097:00 amPRNTotal Voting Rights
23rd Jan 20097:00 amPRNHolding(s) in Company
22nd Jan 20097:01 amPRNUnaudited Preliminary Results
22nd Jan 20097:00 amPRNBoard Changes
24th Dec 20087:00 amPRNTrading update, placing and related party agreement
12

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