TIDMPSL
RNS Number : 3640D
Photonstar LED Group PLC
30 January 2018
30 January 2018
PhotonStar LED Group Plc
Disposal of Camtronics Vale Limited
PhotonStar LED Group plc (AIM: PSL, "PhotonStar" or the
"Group"), the British designer and manufacturer of smart LED
lighting solutions, is pleased to announce that it has agreed to
sell its wholly owned subsidiary Camtronics Vale Limited
("Camtronics Vale"), that specialises in the manufacture of
electronic components, to Camtronics Vale (holding) Company Limited
("CVH"), a private company controlled by certain members of the
Camtronics management team, for a total cash consideration of
GBP150,000 (the "Transaction").
Transaction Highlights:
- Total consideration of GBP150,000 with GBP40,000 being paid at
completion, a further GBP10,000 payable by 31 March 2018 and
GBP100,000 to be received in monthly instalments;
- Approximately GBP0.46million reduction in the Group debt,
which represents approximately 55% of the Group's debt prior to the
Transaction; and
- A further step towards PhotonStar's strategy of transforming
the Group into a software and services business, focused on
lighting and building management as a service.
Key Terms of the Transaction
Pursuant to the Sale and Purchase Agreement that the Group has
entered into with CVH (the "Agreement"), the Group will shortly
receive an initial payment of GBP40,000 and a further GBP10,000
payable by 31 March 2018. The balance of GBP100,000 will be paid by
CVH to the Group over a 24 month period, in equal monthly
instalments of GBP4,166.66 starting on 28 February 2018. The
remaining monthly instalments will be received by the Group on the
28(th) day of each subsequent month.
In addition, James McKenzie, who was the sole Director of
Camtronics, will stand down from the board of Camtronics with
immediate effect, in order to focus solely on the PhotonStar's
strategy of transforming the group into a software and services
business focused on lighting and building management as a
service.
All shares in Camtronics Vale ltd will be sold to CVH ltd. The
circa GBP460,000 reduction in the Group's debt, which represents
approximately 55% of the Group's debt prior to the Transaction,
includes part of the Group's ABN Amro commercial finance invoice
discounting service, which is being transferred to CVH along with
an equipment financing loan of GBP95,000.
Information on Camtronics
Camtronics manufactures electronic assemblies for use in the
scientific, medical, industrial, automotive, and LED lighting
industries, specialising in technically and logistically demanding
manufacturing projects.
For the year ended 31 December 2016, Camtronics generated
revenue of GBP1.7million and recorded a loss after tax of
GBP0.1million. Unaudited results for the year ended 31 December
2017 show that Camtronics generated GBP1.75million of revenue and
recorded a loss after tax of GBP0.01million.
At 31 December 2016 Camtronics had total assets of
GBP1.75million and unaudited results for the year ended 31 December
2017 show that Camtronics' total assets had increased marginally to
GBP1.78million.
Impact of the Transaction on PhotonStar
PhotonStar will use the proceeds from the Transaction to fund
the continued development of the halcyon cloudBMS(TM) platform. The
monthly instalments will also provide PhotonStar with additional
working capital as the Group continues its transformation programme
in 2018. The impact on PhotonStar's balance sheet is expected to be
minor and will be reported as part of the Group's interim results
for the period ending 30 June 2018.
The Transaction will result in an overall reduction in the
Group's creditors as CVH will inherit the liabilities, both
intercompany and external, that were previously owed by Camtronics
pursuant to the terms of the Agreement. These liabilities will be
transferred with immediate effect.
PhotonStar Group will continue to use Camtronics Vale Limited as
a valued supplier.
Information on CVH ltd
CVH is a private company that was incorporated in the UK in
January 2018 by Paul Macleur, the former Managing Director of
Camtronics, for the purposes of executing the Transaction.
James McKenzie, Chief Executive of PhotonStar, said:
"I am pleased to announce this transaction as it represents a
further step along the path of the Group's transformation into a
software and services business. On a personal level having worked
with Paul Macleur for a number of years I believe this is a
sensible step that benefits both parties. In addition, I am
grateful for the continued support of ABN Amro commercial finance
who have agreed to transfer part of their invoice discounting
service to CVH as part of this Management Buy Out."
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
For further information:
+44 (0)2381
PhotonStar LED Group Plc (www.photonstarled.com) 230381
James McKenzie - Group Chief Executive
+44 (0)20 3861
Northland Capital Partners 6625
David Hignell/Jamie Spotswood
(Corporate Finance)
John Howes/Rob Rees (Corporate
Broking)
About PhotonStar LED Group Plc
PhotonStar LED Group Plc is a leading British designer and
manufacturer of intelligent lighting & building control
solutions. The Group's proprietary technology Halcyon(TM) is a
scalable, secure wireless IoT platform for retrofit into commercial
buildings, for energy reduction, asset monitoring & control,
and real time environmental, behavioral and energy insights.
PhotonStar is based in Romsey, Hampshire.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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