1Spatial Holdings Regulatory News (SPA)

10 Dec 2008 08:03

10 December 2008

Media Square plc ("Media Square" or "the Group")

Asset Disposal

Media Square plc (AIM: MSQ), the international marketing communications group, notes the announcement issued today by IQ Holdings plc ("IQ") with whom the Group exchanged contracts on 8 December 2008 to sell certain assets representing a small part of the Group's marketing research consultancy business, Illuminas Limited (the "Transaction"). The Transaction is still subject to certain conditions being satisfied, including approval being received from IQ's shareholders in a General Meeting due on 14 January 2009 and the successful completion of required equity fundraising by IQ.

The assets being disposed include three businesses that are not core to Illuminas' strategy of focusing on marketing research consultancy; Viewpoint Field, Viewpoint Studios which provide specialist research services and The Wire, an online data collection facility (together the "Disposal Group"), that are very complementary to the existing activities of IQ. In aggregate, the total gross assets being disposed are £1.1 million and the aggregated loss before tax and non-recurring items of the Disposal Group was £0.03 million.

On completion the Group would receive £750,000 of cash consideration together with £250,000 of consideration satisfied by issue of the shares in IQ. Additional deferred consideration may be received by the Group of up to £500,000 in cash over the period of three years following completion of the Transaction. The Transaction is subject to the approval of IQ shareholders and it is anticipated it shall complete in January 2009.

The cash portion of the consideration will be applied to reduce the Group's debt. The equity consideration received will be subject to a 12 month lock-in arrangement and will be subject to standard orderly market provisions for a further 12 month period thereafter. 

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