Sosandar Regulatory News (SOS)

23 Mar 2006 07:01

HHK plc23 March 2006 HHK PLC Investments in Healthcare Businesses 23 March 2006 HHK Plc announces that it has entered into agreements for the acquisition ofminority share stakes in two healthcare companies based in The Netherlands,namely, a 19.2% interest in ErgoDynamics Applications BV ("Ergo") and a 5%interest in Medavinci Development BV ("Medavinci") (the "Acquisitions"). The 19.2% interest in Ergo has been acquired by way of an acquisition fromIntellectual Property Partners (IPP) BV ("IPP") of 25.6% of the issued sharecapital of HLJ Participations BV, which itself owns 75% of Ergo. The 5%interest in Medavinci has been acquired directly from its owner, NovemInternational BV ("Novem"). The aggregate consideration payable by the Companyis the issue and allotment to IPP and Novem respectively of 5,000,000 and399,000 Ordinary Shares of 1p each in the Company ("Consideration Shares"). TheConsideration Shares are expected to be admitted to trading on AIM on 29 March2006. The Consideration Shares represent 39.7% of the issued share capital of theCompany as enlarged by such share issues. Following receipt of writtenconfirmation from three shareholders of the Company who hold in aggregate morethan 60% of the present issued share capital, the Takeover Panel has agreed towaive the requirements for IPP and/or Novem to make an offer pursuant to Rule 9of the Takeover Code or for a whitewash resolution to be presented to members ofthe Company. Novem, a leading Dutch based investor specialising in growth capital, has todayentered into an agreement granting all shareholders of the Company who were onthe register at close of business on 21 March 2006 ("Qualifying Shareholders")an option to sell their current shareholdings in the Company to Novem at 10p pershare during the period commencing 15 March 2008 and ending 15 April 2008. Thisoption is personal to each of the Qualifying Shareholders and will not becapable of transfer. The option will lapse if the average market price of theCompany's shares is 15p or higher over any consecutive 90 dealing day period. The Acquisitions are in line with the Company's published strategy whichenvisaged investments and/or acquisitions in several possible sectors, includinghealthcare. The Acquisitions will place the Company firmly within thehealthcare sector, with a specific niche in disease prevention, patientmonitoring, home care and telemedicine. Medavinci operates as a service and sourcing agent and as a broker for medicaland healthcare innovations. As a result of its interest in Medavinci, theCompany will gain direct access to Medavinci's international network ofscientists, doctors, universities and research institutes. Ergo has developed a proprietary and patented system for the prevention andrelief of lower back pain problems ("RCPM Technology"). The RCPM Technology hasbeen successfully introduced in office and transportation markets in Europe.Implementation of the RCPM Technology is expected to show a rapid internationalgrowth path. Both of the above companies are in their development stage and as such have notyet reached profitability. Hence, their value has been assessed on theirpotential to generate future cash flows. Audited numbers are not available. Peter Teerlink has today joined the Board of the Company as a non-executivedirector. Peter Teerlink has over 17 years international experience inInvestment Banking and Venture Capital. His current and past Directorships are: Present Directorships: Past Directorships:I-Pac Technologies NV Novem International BVProventec PlcMillroad Capital BVFountain Holding BVHaute Pouillac Holdings BVLeopard CLO I BVLeopard CLO II BVLeopard CLO III BVEurocredit CDO III BVPanther CDO II BVPanther CDO III BVStichting Mura Finance For further information, please contact: Glyn Hirsch - 020 7235 0422 This information is provided by RNS The company news service from the London Stock Exchange