CVA & Group Restructuring (6063Y)

TIDMIMJ

RNS Number : 6063Y

imJack PLC

24 December 2010

IMJACK PLC

(the "Company" or "ImJack)

Group Restructure

Further to the announcement made by the Company on December 15th 2010, ImJack announces that it is currently in talks with insolvency practitioners regarding the implementation of a Company Voluntary Arrangement (CVA) to be proposed to creditors of the Company. A CVA is a formal procedure under Part 1 of the insolvency Act 1986 that allows a company to agree a composition or arrangement with its creditors in satisfaction of some or all of its debts.

A letter has been sent to creditors and will be sent to shareholders to inform them of these proposals.

The terms of the proposals are to make a single distribution of GBP499 438 by 30th April 2011 or an amount equivalent to enable the payment of a dividend of GBP100p in the GBP to unsecured creditors. The contribution is dependent on the Company being able to implement its new business plan as set out below by the 30th April 2010 in order to allow it to raise the funds to complete the CVA and continue trading. Meanwhile the proposed CVA for ImJack Communications ltd has failed owing to the GBP50,000 for the second payment due at the end of October not being available to the Company.

The Company has developed a new dimension to its communications platform for schools which the Directors believe will enable it to generate significant funds in the medium and long term. The Company has been in discussions with a number of major organisations and potential commercial partners regarding this opportunity and the Company has received positive feedback regarding this potential opportunity. The Directors believe that if the model is successful then it will greatly enhance the value of the Company enabling it to raise further funds at a higher price than the suspension price in the New Year along with a restructured Board.

Whilst the Company pursues this new business plan it will require further funding and the Morris family have agreed to do this on the following terms:-

-- As previously announced on November 9th Debra Morris has a been granted security over the assets of the Company in relation to loans made to the Company. These assets are held in a subsidiary company of ImJack- The Day Ltd ("the Day") which has loans of GBP155,000 from Debra Morris and the third party individual referred to in the announcement of 3rd December 2010. The Directors believe that the value of the assets is less than the loans. The Day has been transferred to the Morris family for nil consideration.

-- As from the 1st January 2011 the Company's employees along with their employment liabilities will be transferred to a new company owned by the Morris family ("Newco").

-- In the event that the Company successfully completes the CVA and pursues its new business plan, then the Company has been granted an option to repurchase the Day along with Newco for GBP1m in shares along with repayment of the loans to the Morris family and the third party individual. If the option is not exercised it will lapse after 4 months.

The Company's independent Director considers, having consulted with the Company's nominated adviser, Daniel Stewart, that the terms of these related party transactions are fair and reasonable as far as the shareholders are concerned and represent the best way to restore value to the shares and pay the creditors.

For further information please contact:

 
imJack Plc                    Tel. [phone] 
Michael Abrahams Chairman 
Daniel Stewart & Company plc  Tel. [phone] 
Emma Earl/Paul Shackleton 
Rawlings Financial PR Ltd     Tel. [phone] 
Catriona Valentine 
 

This information is provided by RNS

The company news service from the London Stock Exchange

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