Volvere Regulatory News (VLE)

29 Sep 2008 16:16



Acquisition

Volvere plc ("Volvere" or the "Company"), the turnaround investment company, is pleased to announce the acquisition of certain of the United Kingdom businesses and assets ("the Business") of Interactive Prospect Targeting Limited and Interactive Prospect Targeting Holdings PLC (the "Transaction").

The Business employs approximately 80 staff and is based in London. Its principal activity is the building of large-scale customer prospect databases through questionnaires completed on web sites operated by the Business. Typically these websites offer prizes for providing information. The principal website is www.myoffers.co.uk.

Consideration and Deal Structure

The Business is being acquired by a newly created, wholly owned, subsidiary of Volvere, which will be called Interactive Prospect Targeting Limited ("IPTL"), formed for the purposes of the Transaction.

The total consideration payable by IPTL for the Business is £1.3m, payable in cash at completion. IPTL has undertaken to pay certain trade creditors and other trading obligations of the Business amounting to approximately £1.5m. The assets being acquired comprise principally fixed assets and trade debtors (including prepayments and accrued income), which have estimated fair values of approximately £0.25m and £1.9m respectively. Accordingly, at completion, it is estimated that the fair value of the net assets being acquired by IPTL will be approximately £0.65m. The turnover and loss before tax attributable to the Business before certain non-recurring items for the 6 months ending 30 June 2008 have been estimated from unaudited management accounts to be approximately £5.0m and £2.0m respectively.

Volvere is investing £0.2m for 100% of the ordinary share capital of IPTL and providing a loan to the Business of £1.1m. Following completion, we anticipate that IPTL will issue new ordinary shares to certain of the Business's management and staff diluting Volvere's holding in IPTL to approximately 50 per cent on terms to be agreed. Volvere's investment will be satisfied from existing cash resources and the Company may provide further working capital loans in future to assist the Business in relation to the Transaction and in its future development.

For further information:

Volvere plc

Jonathan Lander, Chief Executive

+ 44 (0) 20 7979 7596

Landsbanki Securities (UK) Limited

Tom Hulme

+ 44 (0) 20 7426 9000