Business
Acquisition & Placing
Acquisition & Placing.
About this update from Dillistone Group Plc
[{"type":"text","content":"\n \nRNS Number : 9394S Dillistone Group PLC 30 September 2014 \n \n\n \n \n30 September 2014\n \n \nDillistone Group Plc\n(\"Dillistone\", the \"Company\" or the \"Group\")\nAcquisition and Placing\n \n \nDillistone Group Plc, the AIM quoted supplier of software and services for the recruitment sector, is pleased to announce that on 29 September 2014 it signed an agreement to acquire ISV Software Limited (\"ISV\" or the \"Acquisition\") and that today WH Ireland will complete a placing on behalf of Dillistone of 526,316 new ordinary shares of 5p each in the share capital of Dillistone (\"Placing Shares\") to raise £500,000 (before expenses) at a price of 95p per Placing Share, subject only to admission of the Placing Shares to trading on AIM (\"Placing\"). The Company has also announced its interim results today and these are included in a separate RNS.\n \nISV\n \nISV (www.isvgroup.com) is a UK based supplier of training and testing services, primarily to the recruitment industry. ISV works with 9 of the 10 largest recruitment agencies in the UK (by office numbers) and 7 of the 10 largest by revenue. It offers over 200 published materials/tests covering many business sectors and over 500,000 tests were carried out in 2013 for over 300 clients. \n \nFor the year ended 31 December 2013 the unaudited accounts of ISV showed profit before tax and profit after tax of £162,000 and £159,000 respectively on revenues of £750,000. These accounts also showed net assets of £256,000 as at 31 December 2013. \n \nConsideration\n \nOn Completion, an initial consideration of £0.85m in cash (\"Initial Cash Consideration\") will be payable by the Company. A further payment of £150,000 will be payable on 15 January and it has been agreed that surplus cash (calculated as the amount of cash in ISV at 30 September less £150,000 plus any debtors in excess of £65,000) will also be paid out. \n \nIn addition, a deferred cash consideration of approximately 30% of net revenues arising in the 3 years to 30 September 2017 will be payable in 4 tranches with the first payment due in February 2015. It is currently anticipated that any earn-out consideration will be paid from the Group's existing cash resources. The maximum total consider...