Disposal of JMP Consultants Limited

Volvere plc ("Volvere" or the "Group")

18 December 2015

Disposal of JMP Consultants Limited ("JMP" and the "Company")

Volvere (AIM: VLE), the growth and turnaround investment company, is pleased to announce the disposal yesterday of JMP, its transport planning and engineering consultancy, to Systra Limited ("Systra"), part of the Systra group of companies. The total consideration, which is payable in cash, is £8 million, subject to an adjustment based on the level of working capital and net debt as at the close of business yesterday. Of the sale proceeds, £0.5m will be held in a retention account for 18 months post-completion. Volvere, which owns 76.14% of JMP, is expected to retain approximately £5.5 million after transaction costs and incentive payments and bonuses payable to staff and management relating to the performance of the Group as whole.

Background to and reason for the Disposal

The Company has performed very well since acquisition and has made a valuable contribution to the Group. However, we believe that a combination with Systra will create greater opportunities for the Company, its staff and clients, due to the complementary nature of both companies, than would be possible within Volvere.

Volvere acquired JMP in May 2013 for a consideration of £0.4 million and also provided various working capital loans. Since then, JMP has repaid all loan balances and paid dividends to Volvere of £0.45 million, reflecting its strong underlying trading.

Financial information and use of proceeds

JMP's audited revenue and profit before tax* for the year ended 31 December 2014 were £11.8 million and £0.45 million respectively and its net assets (excluding intra-Group balances) were £1.71 million.

In the Group's unaudited interim results for the period to 30 June 2015, JMP reported a profit before tax amounting to £0.33 million on revenue of £6.39 million. Unaudited net assets (excluding intra-Group balances) at that time were £1.40 million.

The net disposal proceeds will be added to the Group's cash reserves for use in pursuit of Volvere's investing policy, which is to invest in or acquire growth or turnaround stage companies.

Commenting on the disposal, Jonathan Lander said: "We are delighted with the successful turnaround of JMP. This has been in no small part due to the hard work and commitment of the Company's management and staff. We wish them all the very best for their continuing success in the future."

* before Group management charges and Group interest

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