Business
Publication of Shareholder Ci
Publication of Shareholder Ci.
About this update from Pebble Beach Systems Group Plc
[{"type":"text","content":"\n RNS Number : 6100X Vislink PLC 08 December 2010 \n\n \nVislink plc (the \"Company\")\n \n \nPUBLICATION OF SHAREHOLDER CIRCULAR \n \n \nThe Company is pleased to announce that it has today published a circular in relation to the sale of its Marine and Energy business (the \"Circular\"). As previously announced in the Company's Interim Management Statement released on 19 November 2010, the Company and one of its subsidiary companies have entered into a conditional sale and purchase agreement (the \"SPA\") for the sale of Hernis Scan Systems A/S (\"Hernis\") to a subsidiary of Cooper Industries plc (the \"Disposal\"). \n \nThe Company has provided the following update in the Circular to the intended use of proceeds from the Disposal. The net proceeds from the Disposal available to the Company and its subsidiary companies (the \"Group\") on completion of the Disposal are expected to amount to £25.6 million (subject to adjustment to the extent that the working capital of Hernis at completion of the Disposal exceeds or falls short of the forecast amount) (the \"Net Proceeds\"). This represents gross proceeds of £32.5 million less direct costs relating to the Disposal of approximately £0.5 million, contracted payments to the Hernis management of £1.5 million and an amount of approximately £4.9 million which will be held in escrow for eighteen months pending any claims under the warranties and indemnities in the SPA. \n \nThe board of directors of the Company (the \"Board\") intends to consult with Company's shareholders, as far as practicable, on the use of the Net Proceeds, however, the Board currently expects the Company to use the Net Proceeds to:\n \n· repay all the Group's current borrowings which amount to approximately £7.3 million; and\n· acquire Gigawave for an initial consideration of £1.75 million and up to a maximum of £4.0 million in deferred consideration as previously announced.\n \nThe Board currently expects to use some of the remaining Net Proceeds to pay a special dividend, the amount and timing of which will be determined in due course. The balance of the Net Proceeds will be used to strengthen the Group's balance sheet to allow it the flexibility to invest further sums in internet protocol development as new produ...