REG - Tialis Essential IT - Completion of Acquisition

Tialis Essential ITAnnouncement

01/02/2023 08:00

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RNS Number : 5491O  Tialis Essential IT PLC  01 February 2023

Tialis Essential IT Plc

("Tialis" or the "Company")

Completion of Acquisition

Tialis, the mid-market network, IT Managed Services provider is pleased to
announce that, following the Company's announcement on 20 December 2022, it
has now completed the exchange of contracts for the purchase of profitable
partner contracts from Allvotec, a division of Daisy group. ("Completion").

The acquisition will bring three new channel partners to Tialis, supporting
the diversification of Tialis' partner base and will also build on the
existing relationship that Tialis has with its largest channel partner.

The initial consideration of £2.037m is being satisfied through the issue of
2,289,295 ordinary shares of 1p each in the Company (the "Consideration
Shares"). An estimated £107k of deferred consideration will be paid in
shares, subject to certain performance conditions being met by February 2025,
also at an effective price of 89.2p per ordinary share.

As previously announced, Matt Riley will today join the Company's board of
directors as a non-executive director, he will sit on the Remuneration
Committee.

Application has been made to the London Stock Exchange for the Consideration
Shares to be admitted to trading on AIM.

It is expected that Admission of the 2,289,295 Consideration Shares to AIM
("Admission") will occur and that dealings will commence at 8.00 a.m.
on 3(rd) February 2023.  The Consideration Shares will rank pari
passu with the existing ordinary shares of 1 pence each in the capital of the
Company ("Ordinary Shares").

Following Admission of the Consideration Shares, the Company will
have 24,118,744 Ordinary Shares in issue and no Ordinary Shares in
treasury. Therefore, the total voting rights in the Company will be
24,118,744.  This figure may be used by shareholders as the denominator for
the calculation by which they may determine if they are required to notify
their interest in, or any change to their interest in, the Company under the
Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

Andy Parker, Chairman of Tialis commented: "We are delighted that Matt will be
joining our board. Clearly, he has a demonstrable track record of success with
Daisy Group and his experience in the sector will be welcome and beneficial to
all."

For more information, contact:

 

 Tialis Essential IT Plc                               Tel: +44 (0)344 874 1000

 Andy Parker, Non-Executive Chairman

 finnCap Limited                                       Tel: +44 (0)20 7220 0500

 Nominated Adviser and Broker

 Corporate finance: Jonny Franklin-Adams/ Abby Kelly

 ECM: Tim Redfern

 

INFORMATION REQUIRED UNDER RULE 17 AND SCHEDULE 2, PARAGRAPH (G) OF THE AIM
RULES FOR COMPANIES ("AIM RULES")

 Full name:                                                    Matthew Robinson Riley
 Age:                                                          48
 Current directorships and partnerships:                       Daisy Holdco Limited
                                                               IPR Holdings Limited
                                                               Linton Regeneration Company Limited
                                                               Daisy Corporate Services Trading Limited
                                                               Robinson Capital Limited
                                                               Daisy Private Equity Limited
                                                               Daisy Capital Limited
                                                               Daisy Advisory Limited
                                                               Daisy Capital Partners Limited
                                                               Lowood Estates Limited
                                                               Robinson Capital Properties Limited
                                                               U-Explore Limited
                                                               Panther Topco Limited
 Historic directorships and partnerships in previous 5 years:  Dws Group Holdings Limited
                                                               AKJ Group Holdings Limited
                                                               Daisy Group Holdings Limited
                                                               Freedom4 Limited

                                                               Gourmet Meat Club Limited
                                                               Kurt Bidco Limited
                                                               Allvotec Limited
                                                               Time Out Group Plc
                                                               Damoco Holdco Limited
                                                               Damoco Bidco Limited
                                                               Damoco Midco Limited
                                                               Grassroots Wholesale Foods Ltd

Matthew Riley was a director and shareholder in Zecom Limited which was
subject to a Creditors Voluntary Winding Up pursuant to section 106 of the
Insolvency Act 1986. The liquidators final statement of account on 14
September 2007 showed unsecured creditors of £65,125.

Matthew Riley was a director and shareholder of Roaming Roosters Limited,
until that company was sold on 6 October 2017 (on which date he ceased to be a
director and shareholder). On 26 July 2018 the new owners of Roaming Roosters
Limited resolved to wind up the company and appointed a liquidator. A
preferential creditor of £8491.57 was paid a final payment of 89.24p in the
£. There was a loss to unsecured creditors of £136,602.

There is no further information to be disclosed in relation to the director
appointment pursuant to Rule 17 and Schedule 2, paragraph (g) of the AIM
Rules.

 

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