REG - Bonhill Group PLC - Proposed Disposal of InvestmentNews LLC

BonhillAnnouncement

24/05/2023 07:00

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RNS Number : 4225A  Bonhill Group PLC  24 May 2023

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

24 May 2023

Bonhill Group plc

("Bonhill", the "Company" or the "Group")

Proposed Disposal of the Business and Assets of InvestmentNews LLC ("IN")
 

Bonhill (AIM: BONH) announces that it has exchanged contracts with KM Business
Information US, Inc., a Key Media company, regarding the conditional disposal
of the business and assets of IN for a total cash consideration of $4.1
million (£3.3 million) (the "Proposed Disposal").  Due to its size, under
the AIM Rules for Companies (the "AIM Rules"), the Proposed Disposal is
conditional on shareholders' approval.

 

Highlights

·    Disposal of the business and assets of IN agreed with KM Business
Information US, Inc., subject to shareholders' approval, for $4.1 million
(£3.3 million) in cash.

 

·    Further to the Company's announcement on 10 March 2023, the
obligations under IN's lease on its offices at 685 3rd Avenue, New York to
January 2028 is no longer included in the Proposed Disposal and the lease is
expected to be assigned to another media company, with effect from the end of
June 2023.  A further announcement will be made by the Company in due course.

 

·    The Proposed Disposal represents a fundamental change of business for
the Company pursuant to Rule 15 of the AIM Rules and is therefore subject to
shareholders' approval which is to be obtained at a general meeting of the
Company ("General Meeting").

 

·    The business and assets of IN (the wholly owned US subsidiary of
Bonhill) are to be sold to KM Business Information US, Inc..

 

·    As previously announced, as soon as practicable following completion
of the Proposed Disposal ("Completion"), the Company intends to return
substantially all of its cash to shareholders by way of a tender offer (the
"Tender Offer").

 

·    Following Completion, John French, Executive Director of the Company
and the CEO of IN, will resign as a director of the Company and will join Key
Media. As a result, he has not participated in the Board's consideration of
the Proposed Disposal.

 

 

In the year ended 31 December 2021 (the most recent year for which audited
financial information has been published), IN generated audited turnover of
approximately £7.4 million and made an operating loss of approximately £7.0
million. At the same date, it had audited net liabilities of approximately
£7.5 million.

 

The Company will publish in due course a circular containing further details
of the Proposed Disposal, the Tender Offer and including a notice convening
the General Meeting. A further announcement will be released when the Circular
is published and a copy of the Circular will be available on the Company's
website at www.bonhillplc.com (http://www.bonhillplc.com) .

Jonathan Glasspool, Non-Executive Chair of Bonhill, commented:

"We are pleased to announce today the conditional exchange of contracts with
KM Business Information US, Inc.  for the sale of the business and assets of
IN which is the remaining part of the Group.  I would like to take this
opportunity to thank John French for all the hard work that has been put in to
securing this deal thus far.

The Board is now committed to returning as soon as reasonably practicable
substantially all of the Company's cash to shareholders as previously
announced."

Mike Shipley, CEO of Key Media, commented:

"We are excited to be acquiring such an iconic US title and to have Bonhill's
incredibly talented staff join our global team. We see a lot of opportunity
for us to complement our existing global titles and grow the existing
Investment News portfolio of products."

 

For further enquiries please contact:

 

 Bonhill Group plc
 Jonathan Glasspool, Non-executive Chairman                        +44 (0)207 638 6378

 Sarah Thompson, Chief Financial Officer

 Shore Capital (Financial Adviser, Nominated Adviser and Broker)
 Tom Griffiths/David Coaten                                        +44 (0)20 7408 4050

 

 

 

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