REG - Logistics Dev Grp - Further re Synsion Investment

Logistics DevelopmentAnnouncement

09/02/2023 07:00

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RNS Number : 3745P  Logistics Development Group PLC  09 February 2023

9 February 2023

 

Logistics Development Group plc

 

("LDG" or the "Company")

 

Further re Synsion Investment

 

On 1 December 2022, LDG notified an investment of €18.5m (c.£15.9m) into
Synsion TopCo Ltd ("Synsion Topco"), the private holding company of a group of
companies (the "Synsion Group") formed by DBAY Advisors Limited ("DBAY"), the
Company's investment manager, specifically to invest in SQLI S.A. (ENXTPA:SQI)
("SQLI") (the "Investment"), a leading pan-European digital transformation
business.  The Investment has been utilised by the Synsion Group to acquire
an additional stake in SQLI at €44.25 per share and has increased the
Synsion Group's holding in SQLI by 9% to 81.3%.

 

LDG's investment into Synsion Topco was initially made by way of an
€‎18.5m loan, which is being converted into an approximate 11.1% equity
interest in Synsion Topco (the "LDG Interest"),. Subsequent to the above
additional purchase of SQLI shares, the Synsion Group has drawn on available
debt funding, as a result of which the implied equity value of the LDG
Interest has been revalued at c.€14.4m.

 

Consequently, under the terms of an agreement between Fixtaia Limited (a
wholly-owned subsidiary of LDG) and Synsion Topco (the "Agreement"), Synsion
TopCo shall capitalise the LDG loan in return for the issue of the LDG
Interest and make payment, in cash, of c.€4.1m to LDG.

 

Related Party Transaction

Synsion Topco is an associate of DBAY Advisors Ltd ("DBAY"), which, as LDG's
investment manager and 25.58% shareholder, is a Related Party to LDG.
Accordingly, the Agreement is being treated as a Related Party Transaction
pursuant to AIM Rule 13 and the independent directors (being the LDG directors
excluding Peter Nixon, who is a DBAY appointee), having consulted with Strand
Hanson as the Company's nominated adviser, consider the terms of the Agreement
to be fair and reasonable insofar as the shareholders are concerned.

 

For enquiries:

                                     Via FTI Consulting

 Logistics Development Group plc
 FTI Consulting                      +44 (0) 20 3727 1340

 Nick Hasell

 Alex Le May

 Cally Billimore

 Strand Hanson Limited               +44 (0) 20 7409 3494

 (Financial and Nominated Adviser)

 Richard Johnson

 James Dance

 Abigail Wennington

 Investec Bank plc                   +44 (0) 20 7597 5970

 (Broker)

 Gary Clarence

 Harry Hargreaves

 

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