Manx Financial Regulatory News (MFX)

24 Dec 2008 12:10



FOR IMMEDIATE RELEASE 24 December 2008 

Conister Financial Group plc

("CFG" or the "Company")

Corporate Update

The Company announced on 29 September 2008, that it had agreed to dispose of 51% of its pre-paid card subsidiary, TransSend Holdings Limited ("TransSend"), by way of 10% to Altair Financial Services International Plc ("Altair") and 41% to Equity Special Situations Limited ("ESS"), the latter having a minority shareholding in Altair. 

On the 13 November 2008 the Company announced that "Following the suspension of ESS on 15 October 2008, the Company notes the announcement made by ESS on 7 November 2008, concerning their financial position which includes the following paragraph:

"Should ESS fail to reach agreement with its creditors and debt providers and/or fail to raise the necessary funds from the sale of certain assets, it is likely that the Directors will be forced to take steps to seek formal protection from the Company's creditors.

The Company is in the process of reviewing the implications as regards the TransSend disposal. Given the circumstances, it is not now possible to progress the operational milestones (including the granting of an FSA e-money licence to TransSend) within the stipulated six months of the agreement. "

The Company noted the announcement made by ESS on 18 December 2008 "…that the Guernsey Courts appointed joint liquidators to the Company (ESS) at 11.00am today." As a consequence of this the ESS shareholding in TransSend was transferred to Altair and the Company at par value, in proportion to their holding in TransSend, as required by the shareholder agreement executed on 29 September 2008. The Company acquired 34% of TransSend for £8.50, increasing its holding to 83% and Altair increased their stake by 7% for £1.75, increasing its holding to 17%.

Subsequent to this the Company purchased Altair's shareholding in TransSend for £35,000. The Company now therefore owns 100% of TransSend.