MJ Hudson Group PLC Completion of Disposal & Cancellation (7486Z)
17 Mai 2023 - 12:04PM
UK Regulatory
TIDMMJH
RNS Number : 7486Z
MJ Hudson Group PLC
17 May 2023
MJ Hudson Group plc
(the "Company", "Group" or "MJ Hudson")
Completion of Sale of Data & Analytics Division,
Cancellation of Admission of Ordinary Shares to Trading on
AIM
MJ Hudson Group plc (AIM:MJH), announces that, further to the
announcement on 11 April 2023 in which it confirmed that it had
conditionally agreed to sell its Data & Analytics and Business
Outsourcing Divisions to Apex, it has now fulfilled the relevant
conditions and completed the sale of the Data & Analytics
Division.
The cash consideration paid on the completion of the sale of the
Data & Analytics Division was GBP15 million of which GBP3
million is being retained in escrow until 30 September 2024 to
satisfy any buyer claims under the sale and purchase agreement.
The Business Outsourcing Division which is also being sold to
Apex, includes multiple regulated entities which will require
certain mandatory and suspensory regulatory consents for a change
of ownership. The Business Outsourcing Sale will therefore be
completed in stages following receipt or waiver of the regulatory
consent(s) relevant to that part of the Business Outsourcing
Division. Consideration for the Business Outsourcing Division is
approximately GBP25 million payable in tranches on the completion
of the constituent parts of the sale of the Business Outsourcing
Division subject to a retention to satisfy any buyer claims under
the sale and purchase agreement.
Application of Proceeds:
As at 31 March 2023, the Group owed approximately GBP33.7
million under its facilities and overdrafts with its Senior Lender
and it is expected that further funding will be required to the
point of completion of the sale of the Business Outsourcing
Division. The majority of the consideration will therefore be
applied to reducing the debt owed to the Senior Lender.
While there are a number of potential outcomes, given the level
of creditors of the business expected at the point of final
completion of the Business Outsourcing Sale, it should be noted
that it is highly unlikely that there will be a substantial, or
any, amount available to Shareholders following payment of all
creditors and costs.
Cancellation of Admission
In addition, the Company received Shareholders' approval at a
General Meeting on 3 May 2023 to cancel the admission of its
Ordinary Shares to trading on AIM. In accordance with Rule 41 of
the AIM Rules, the Company has noti ed the London Stock Exchange of
the proposed Cancellation and it is expected that Cancellation will
occur on 25 May 2023.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Completion of the Data & Analytics Sale 16 May 2023
Cancellation of the Ordinary Shares from 25 May 2023
trading on AIM
Completion of the Business Outsourcing Sale Expected late 2023*
*Completion of the Business Outsourcing Sale is expected to
complete at various times following the receipt (or waiver) by the
Company of the relevant Regulatory Consent(s) relevant to that part
of the Business Outsourcing Division.
Matched Bargain Facility
Following the Cancellation the Ordinary Shares will no longer be
admitted to AIM. The Company therefore intends to engage J P
Jenkins, the longest established trading platform in UK for
unlisted or unquoted companies, to enable shareholders and
prospective investors to transact on a matched bargain basis with
effect from the date of Cancellation for a limited initial period.
However, there can be no certainty that a matched bargain facility
will provide a liquid market for the ordinary shares or that it
will remain for any extended period following Cancellation, if at
all.
For further information, please contact:
MJ Hudson Group plc
Geoff Miller, Executive Chairman
Cenkos Securities plc (Nomad and Broker)
Giles Balleny
Stephen Keys
Callum Davidson
+44 20 7397 8900
Buchanan (PR Adviser)
Chris Lane
Jack Devoy
George Cleary
+44 20 7466 5000
mjhudson@buchanan.uk.com
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END
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May 17, 2023 06:04 ET (10:04 GMT)
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