Tern Regulatory News (TERN)

Silvermere Energy plc

('Silvermere' or 'the Company')

Result of General Meeting

The Directors of Silvermere are pleased to confirm that, at the General Meeting held today, the resolution was duly passed. 

As a result, shareholders have approved the Company resolution to implement a corporate voluntary arrangement ('CVA') as described in the circular dated 31 July 2013; as well as a capital reorganisation, fund raising of £300,000, disposal of Silvermere's interest in the Mustang Asset, new investing policy and a change of name of the Company to Tern Plc.

Following further demand from professional investors, the Company has, in addition to the Placing Shares, received applications for a further 30,161,290 New Ordinary Shares of each in the Company at a price of 0.124 pence per ordinary share, raising a further £37,400. It is issuing 69,090,144 to the Supervisor of the CVA to be issued to the creditors and 3,043,478 in satisfaction of amounts due to Peterhouse Corporate Finance.

Application for admission of these additional New Ordinary Shares to AIM has been made and dealings in the existing share capital are expected to recommence on 21 August 2013 when dealings in the enlarged issued share capital are also expected to commence.

Pursuant to the above, the enlarged issued share capital of the Company will, immediately following admission, comprise 180,318,245, Ordinary Shares of £0.00001 each.

The change of name from Silvermere to Tern will take effect from the date when the certificate of change of name is issued, and upon receipt of the certificate by London Stock Exchange, the Company's ticker will change to TERN.L. The Company's website will become www.ternplc.com.

HIGHLIGHTS

· The new investing policy is to invest principally, but not exclusively, in the information technology sector within Europe.

· Tern Plc will seek to target established software businesses with revenue and Intellectual Property (IP)

· The intention is to focus on cloud, internet and mobile businesses.

· It aims to add value by improving capital efficiencies and building sales and marketing strategies to increase market penetration

· A series of primary targets have already been identified by the new management team

· New Board with significant investment and TMT (Technology, Media and Telecommunications) commercialisation experience.

Angus Forrest, the Company's new Executive Chairman, said:

"We believe there is a new age in computing which offers significant opportunities for investors.

"The Company has an experienced management team and is well placed to take advantage of the changes in computing related cloud, mobile and internet technologies which is transforming the way that corporates behave and individuals live. We are excited about the opportunities we have identified and look forward to updating the market in due course."

New investing policy

The Directors believe that the Company can invest in and acquire information technology businesses, improve them by a combination of new management and investment and realise the value created which will be returned to shareholders. The Company may be either an active investor and acquire control of a single company or it may acquire non-controlling shareholdings. Once a target has been identified, additional funds may need to be raised by Tern Plc to complete a transaction.

Key focus on Cloud and mobile technologies

Tern Plc will seek to target established software businesses with revenue and its own Intellectual Property (IP) to add value by improving capital efficiencies and building sales and marketing strategies to increase market penetration. The intention is to focus on cloud, internet and mobile businesses which could benefit from improvement to their business model, growth in sales and distribution in overseas markets. A series of primary targets have been identified by Tern and it will now focus on progressing at least one transaction to completion within the shorter term.

Opportunity

The changing market for IT is creating opportunities for disruptive technologies as more and more users change the way they work, utilising the cloud and mobile applications. There are many new requirements for instance billing systems, security as data moves outside firewalls, a wide range of applications, automating a wide range of processes to drive business efficiencies. Also, new methods of charging are being introduced for example pay per transaction rather than annual or perpetual licence - which offers high returns for software companies.

The vision

IT businesses which are technically excellent may not have the management and sales and marketing skills to fully exploit their opportunity. The new Board and senior management plan to acquire established IT companies, with their own Intellectual Property, and participate in developing and expanding them both in the UK and overseas accelerating the value creation process before exiting through a sale or flotation, then returning value to shareholders.

The new Board

The new Board and senior management intend to build a small portfolio of investee companies that Tern controls and provide hands on operational development experience to their management teams. Tern's own experienced management team plans to take advantage of a structural change in the market for IT services that offer high margins, relatively low cash requirement and potentially high exit values in short timescales.

The new Board comprises Angus Forrest, Bruce Leith and Laurence Read following the resignation of Frank Moxon, Andy Morrison and Stewart Dalby have resigned as directors of the Company. Additionally, Cargil Management Services has resigned as Company Secretary.

The Company's registered office is now 9 Catherine Place, London SW1V 6DX

New Nominated Advisor

The Company is also pleased to confirm the appointment of WH Ireland as the Company's nominated adviser (NOMAD) and joint broker alongside Peterhouse Corporate Finance with immediate effect.

Defined terms within this announcement have the same meanings as defined in the shareholder circular dated 31 July 2013.

Enquiries

Tern plc

Angus Forrest, Chairman Tel: 07973 561232

WH Ireland

John Wakefield Tel: 0117 945 3471

Peterhouse Corporate Finance (Joint broker) 

Jon Levinson Tel. 020 7469 0935

Bishopsgate Communications

Nick Rome/Sam Allen Tel. 020 7562 3350