Zamano Regulatory News (ZMNO)

23 Apr 2007 07:01

Zamano PLC23 April 2007 zamano plc ("zamano" or "the Company") Acquisition of Eirborne zamano, the mobile data services, technology and mobile content provider, hascompleted the acquisition of Eirborne Text Promotions Ltd ("Eirborne"), anIrish-based mobile content company active in the UK, Irish and Australianmarkets. zamano has acquired the entire issued share capital of Eirborne for an initialconsideration of €1.7m consisting of an initial cash payment of €1.2m and theissue of 1,136,364 shares in the Company issued at 29.9p / 44c per share.Additional deferred consideration will be paid, based primarily upon a maximummultiple of five times the EBITDA achieved by the business in the 12 months to31 May 2008, less the initial consideration paid. The total consideration forthe purposes of the AIM rules has been capped at €8.5m. Eirborne's audited accounts to 31 December 2006 recorded an EBITDA adjusted forone off Director payments) of €0.5m on turnover of €2.87 million. As at 31December 2006, Eirborne had audited total net assets of €0.43m. In the last 6months of 2006, the business has grown rapidly and it expected to generate anEBITDA significantly in excess of this in 2007. Eirborne will benefit from being part of zamano's enlarged network, and as aresult, the acquisition is expected to be earnings enhancing in the first fullyear of ownership. Eirborne Text Promotions Ltd was established in 2002 by Gerard O'Keeffe and PaulCoyle, two experienced telecommunications executives, each with over 15 years'relevant industry experience. The vendors will remain with the business for aminimum of 12 months. Eirborne has developed a range of mobile entertainment services, includingmusic, video, comedy and game content, which it provides to its 100,000 +subscriber base on www.veronicasmoco.com. Eirborne also provides text andpicture messaging services for online communities. The company's market focus isaligned with zamano's, with presences in the UK, Ireland and Australia. Eirborne has been an existing customer of zamano's for nearly three years.Significant synergies have been identified and are a key element in the businessplan and the realisation of the deferred consideration payments Rod Matthews, Chairman of zamano commented: "A key element in zamano's strategy has been to take advantage of consolidationopportunities within the mobile space. Eirborne will be an excellent addition tozamano, both through top and bottom line improvements, as well as delivering onour stated ambition to enter the web-space with an emphasis on buildingcontinuity between the fixed line internet and mobile internet. Eirborne'sbrands have demonstrated substantial user growth in the last six months and arefirmly established amongst the target youth demographics in the UK, Irish andAustralian markets. They are thus highly complimentary to the existing zamanobrands" John O'Shea, zamano's Managing Director, added: "The acquisition of Eirborne is zamano's first deal, post listing on AIM andIEX, and will provide zamano with an enhanced web presence and brandpropositions which are aligned to our target users in our core geographicmarkets. The acquisition also marks an important milestone in our strategicdevelopment and we will continue to focus on driving growth and investor valuethrough further strategic acquisitions, investment in new technologies andexpansion into new territories". Gerard O'Keeffe, Director of Eirborne, commented: "We are delighted with this opportunity to extend the reach of our mobileentertainment services via the zamano network. We have worked with the zamanoteam for a number of years now and we are confident that the two businessestogether will create market leading offerings for the mobile community." The Company will make application for the admission of the 1,136,364consideration shares to be issued to trading on the AIM Market of the LondonStock Exchange ("AIM") and the IEX Market of the Irish Stock Exchange ("IEX").Admission of the consideration shares to AIM and the IEX is expected to takeplace on 26th April 2007. ZamanoJohn O'Shea +353 1 488 5830 www.zamano.com -----------------Seymour PierceSarah Wharry/Liam O'Donoghue +44 207 107 8000 www.seymourpierce.com ------------------------NCB Corporate FinanceConor McCarthy +353 1 611 5989 www.ncb.ie ------------EdelmanKatherine Murphy +44 207 344 11571/ +44 7792 191 828Mark Cahalane/ Joe Carmody (Dublin) +353 1 678 9333 www.edelman.com ----------------- This information is provided by RNS The company news service from the London Stock Exchange