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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Triplearc | LSE:TPA | London | Ordinary Share | GB0031067340 | ORD 5P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 5.92 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number:8381A TripleArc PLC 03 April 2006 3 April 2006 TripleArc Plc ('TripleArc', 'the Company' or 'the Group') Disposal and Trading Update Introduction TripleArc, the AIM listed, UK based provider of technology led print procurement solutions acquired Stream GWC Group Limited ("Stream") in December 2004. Stream consisted of two separate businesses, a high volume direct mail business (the "Direct Mail Business") and a marketing solutions business consisting of low-volume direct mail, database management, fulfilment, contact centre and response management services (the "Marketing Solutions Business"). In the year ending 31 December 2005, the unaudited loss before interest, tax and amortisation of Stream was #0.01 million on sales of #12.3 million. As at 31 December 2005 its unaudited net liabilities were #0.6m. On 31 March 2006, TripleArc entered into a deed of amendment and variation (the "Deed") with the original vendors of Stream to terminate the earn-out provisions of the acquisition agreement (the "Earn Out"). This has enabled the Marketing Solutions Business to be 'hived up' into the Group for a fair-value consideration and for the entire issued share capital of Stream (consisting of the Direct Mail Business) to be disposed of to Formpro Mail Marketing Limited for a consideration of #1.00 (the "Disposal"). Background to the Disposal The Marketing Solutions Business is directly complementary to TripleArc's existing business model and fits strategically into the Group; the Direct Mail Business, as a capacity manufacturer, less so. As has been widely reported, conditions in the direct mail market have been tough. In the year ended 31 December 2005, the Direct Mail Business was loss making and as at 31 December 2005, it had net current liabilities of approximately #0.9m. Turning around the Direct Mail Business would have required substantial investment and the Board therefore concluded that it was a logical time to dispose of it. As a result of the Disposal, the Group will strengthen its balance sheet and be able to entirely focus on driving more services to its customers through the core Marketing Solutions Business without the distraction of managing the loss making Direct Mail Business. The Deed Pursuant to the Earn Out, the vendors of Stream (the "Vendors") were due further consideration up to #8.0 million dependent upon the performance of Stream for the two year period ending 31 December 2006. In order to facilitate the Disposal, the Company has entered into the Deed with the Vendors to terminate the Earn Out obligations. Pursuant to the Deed, the Vendors will receive an aggregate sum of #0.5 million in full and final settlement of their rights to an Earn Out, effectively terminating the Stream acquisition agreement. The Deed has allowed the Company to obtain full operational control of Stream prior to the completion of the Earn Out period and to discharge all of its future Earn Out obligations. This has enabled the Company to complete the Disposal and will allow it to more effectively operate the Marketing Solutions Business going forward. In accordance with the AIM Rules the Vendors, being Mark Scanlon, Angus Steel, Richard Fookes and David Palmer-Jeffery, as directors of a subsidiary of TripleArc are all considered to be related parties to TripleArc in relation to their participations in the Deed. In accordance with Rule 13 of the AIM Rules, the Board considers, having consulted with the Company's nominated adviser, that the terms of the Deed, are fair and reasonable insofar as the Company's shareholders are concerned. Trading Update The Board is pleased with the progress the Company has made in 2006 and the Group has continued to pay down its long term loan facility with HSBC. A payment of #500,000 was made on the 31st March 2006 to reduce this facility further. A new sales team has been brought in to drive new business growth whilst the current sales resource will focus on driving revenue growth from our existing customer base by selling additional services and solutions. This will be enhanced by the integration into the Group of the Marketing Solutions Business. Following the Disposal, the Company believes that it will be in a position to announce its preliminary results for the year ended 31 December 2005 in May 2006. A further update on trading will be given at that time. Commenting, Jason Cromack, Chief Executive of TripleArc, said: "At the time of the acquisition of Stream, the high volume direct mail element of the business was not regarded as central to our strategic plan. The Disposal removes a significant liability on the balance sheet and distraction from the TripleArc Group. The retained Marketing Solutions Business allows us to focus on our strategy of driving revenue growth from our core customer base by providing them with value added services and solutions that allow them to remove cost from their supply chain. The Disposal enhances this strategy and will enable us to focus on delivering good profitable growth." - Ends - For further information please contact: TripleArc Plc 0117 933 1006 Jason Cromack, CEO Weber Shandwick Square Mile 020 7067 0700 Terry Garrett / Nick Dibden Altium 020 7484 4040 Garry Levin / Tim Richardson Notes to Editors Background to Stream TripleArc acquired Stream (formerly HFS Projects Limited), a leading UK direct mail fulfilment company employing around 240 staff on 31 December 2004. Stream delivered 'data centric' marketing support and fulfilment services to a blue chip client base in the automotive, mail order, publishing, financial services, charity and leisure sectors. These services encompassed data management and processing, response management services such as inbound and outbound call handling and personalisation of statements and laser printed direct marketing material. This information is provided by RNS The company news service from the London Stock Exchange END DISGRGDSLBGGGLX
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