Hasgrove PLC Disposal (6429Z)

TIDMHGV

RNS Number : 6429Z

Hasgrove PLC

11 March 2013

Hasgrove plc

Proposed disposal of Amaze plc

Hasgrove plc (AIM: HGV, 'Hasgrove', or the 'Group'), the digital and communication services group, has conditional agreement to sell Amaze plc ('Amaze'), its full service marketing and technology company, to St Ives Marketing Services Limited for a total cash consideration comprising a GBP15.3 million initial payment payable on completion, which includes GBP1.8 million repayment of intercompany debt and up to a further GBP9.7 million payable conditional upon achieving certain profit targets in the year to 31 December 2013.

The disposal is subject to shareholder approval.

Hasgrove acquired a number of digital businesses between 2007 and 2009 and has since completed the integration and restructuring of these businesses. This resulted in Hasgrove owning two divisions; digital and communication services, which included Amaze, Interact and The Chase; and public affairs and strategic communications, operating as Interel.

Amaze has built a strong position in digital business solutions and gained real momentum in the market. However, in order to take the business forward, build on this momentum and accelerate growth, it needs a strategic partner with the ability to increase investment in the business. New business opportunities are now actively being turned down due to a lack of resource. Investment by a partner would also enable the business to take full advantage of opportunities it is seeing in related areas, such as eCommerce.

In July 2011, Interel, the public affairs and strategic communications division, was sold to its management team for EUR9.55m (GBP8.45m) in cash.

Following the sale of Amaze, Hasgrove will own three trading subsidiaries; Interact, The Chase and Landmarks. The Board believes that these businesses address key market segments and offer growth potential. A proportion of the net disposal proceeds will be invested to accelerate the growth of Interact, particularly outside of the UK.

Part of the net proceeds of disposal will be invested in the Group's remaining businesses for expansion and working capital requirements. Up to GBP1.9m will be used to fully repay the Group's bank loans.

The Board is considering the options in relation to the remaining proceeds, which will include a return of cash to shareholders.

Financial effects of the Disposal

For the year to 31 December 2012 Amaze achieved revenues of GBP17.3m and operating profits before management recharges of GBP1.7m. The net assets being disposed amount to GBP6.7m.

Board change

Group Finance Director, Stephen Collins, will step down from the Board and his role as Company Secretary following the completion of the transaction and will leave Hasgrove. He will remain with Amaze as Finance Director.

General Meeting

A circular will be sent to shareholders containing more details of the disposal and notice of a General Meeting of the Group.

Paul Sanders, Hasgrove's Chief Executive, said:

"We have worked with the management team of Amaze to grow and develop the business. It is now of a scale which needs further investment to take it to the next level. Therefore having received a good offer, we have decided now is the right time to realise our investment in Amaze."

Enquiries:

 
 Hasgrove plc                                 +44 (0)161 242 5650 
 Paul Sanders, Group Chief Executive 
 Stephen Collins, Group Finance Director 
 
 Peel Hunt LLP (Nominated Advisor and 
  Broker)                                     +44 (0)20 7418 8900 
 Richard Kauffer/Daniel Harris 
 
 Results International (Financial Advisor)    +44 (0)20 7629 7575 
 Andy Collins/Julie Langley 
 
 College Hill                                 +44 (0)20 7457 2020 
 Adrian Duffield/Rozi Morris

This information is provided by RNS

The company news service from the London Stock Exchange

END

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