RBG Holdings PLC Sale of LionFish Litigation Finance Limited (7154F)
12 Juillet 2023 - 8:00AM
UK Regulatory
TIDMRBGP
RNS Number : 7154F
RBG Holdings PLC
12 July 2023
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014 as retained as part of UK
law by virtue of the European Union (Withdrawal) Act 2018 (as
amended). Upon the publication of this announcement, this inside
information is now considered to be in the public domain.
12 July 2023
RBG Holdings plc
("RBG" or the "Group")
Sale of LionFish Litigation Finance Limited
RBG Holdings plc (AIM: RBGP), the legal and professional
services group, is pleased to announce it has completed the
disposal of LionFish Litigation Finance Limited ("LionFish") to
Blackmead Infrastructure Limited ("Blackmead")(1) .
Last year, the Board announced the decision to divest LionFish,
a non-core business which finances litigation matters run by
third-party solicitors, to reduce the Group's exposure to
third-party litigation funding commitments.
The consideration for the disposal is up to GBP3.07 million,
comprising an immediate payment of GBP1.07 million to be used for
repayment of an intercompany loan, an additional payment of up to
GBP2.0 million, subject to performance conditions to be used to
repay additional intercompany debt, and GBP1 for the entire share
capital of LionFish(2) . The proceeds from the sale will be used
for working capital purposes and to reduce net debt of the
Group.
The Company's payout under the performance conditions is subject
to the successful outcome of cases being acquired by Blackmead. The
level of payout is dependent on the return generated by each case
and subject to a waterfall whereby Blackmead, as principal risk
taker, will be paid a preferential amount upon successful
outcome.
As part of the disposal, Blackmead will acquire four of the
eight live investments within LionFish with a net asset value of
GBP4.05 million. RBG will be fully discharged from ongoing funding
commitments in relation to the disposed investments which are
currently estimated to be GBP2.6 million. The four investments that
the Group is retaining are fully funded with an asset value of
GBP2.23 million. Accordingly, the Group will report a non-cash loss
on the disposal of GBP0.98 million.
Jon Divers, CEO, RBG, said: "Having agreed that LionFish would
be better placed in a dedicated asset management business, we are
pleased to have completed this disposal. We have delivered cash
back to the Group, reduced our net debt, with the potential to
receive additional cash depending on LionFish's future performance.
Our focus is now on driving organic growth from our established
legal businesses, Rosenblatt and Memery Crystal, and our M&A
business, Convex Capital, which has a growing pipeline of potential
opportunities."
(1) The ultimate beneficial owner of Blackmead is Averon Park
Limited. Foresight Group LLP is the manager of investments made by
Averon Park Limited
(2) In the Company's 2022 Annual Report & Accounts, LionFish
was classified as a Discontinued Operation with operating losses
(before non-underlying items) of GBP4.8m (2021: GBP3.5m operating
profit)
Enquiries:
RBG Holdings plc Via SEC Newgate
Jon Divers, Chief Executive Officer
Singer Capital Markets (Nomad and Broker) Tel: +44 (0)20 7496
Rick Thompson / Alex Bond / James Fischer (Corporate 3000
Finance)
Tom Salvesen (Corporate Broking)
SEC Newgate (for media/analyst enquiries) Tel: +44 (0)7540106366
Tali Robinson / Robin Tozer / Molly Gretton rbg@secnewgate.co.uk
About RBG Holdings plc
RBG Holdings plc is a legal and professional services group,
which comprises three core brands:
Rosenblatt
Rosenblatt is one of the UK's pioneering legal practices and a
leader in dispute resolution. Rosenblatt provides a range of legal
services to its diversified client base, which includes companies,
banks, entrepreneurs and individuals. Complementing this is
Rosenblatt's increasingly international footprint, advising on
complex cross-jurisdictional disputes.
Memery Crystal
Memery Crystal offers legal services in a range of areas such as
corporate (including a market-leading corporate finance offering),
real estate, commercial, IP & technology (CIPT), banking &
finance, tax & wealth structuring and employment. Memery
Crystal offers a partner-led service to a broad range of clients,
from multinational companies, financial institutions and
owner-managed businesses to individual entrepreneurs.
Convex Capital Limited
Convex Capital is a specialist sell-side M&A boutique based
in Manchester. Convex Capital is entirely focused on helping
companies, particularly owner-managed and entrepreneurial
businesses, realise their value through sales to large corporates.
Convex Capital identifies and proactively targets firms that it
believes represent attractive acquisition opportunities.
Further information is available at: www.rbgholdings.com .
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END
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