PARALLEL MEDIA GROUP PLC
PROPOSED CHANGES TO BUSINESS ARRANGEMENTS IN ASIA AND RELATED MATTERS
Parallel Media Group plc (the "Company" or "PMG") has today made a number of
announcements and expects the Company's shares to be re-admitted to trading on
AIM today. In summary, these announcements detail.
* Proposals for the dissolution of the Company's arrangements for the current
business activities operated through the company's associated company
Parallel Media Asia (2003) Ltd ("PMA") which promotes five Asian golf
tournaments. This would result in:
*
+ PMG becoming the sole promoter of the UBS Hong Kong Open and the TCL
Classic golf tournaments
+ PMG would cease to be interested in PMA and the three other Asian golf
tournaments
+ all inter company balances due from PMA settled
* PMG is seeking to raise approximately £3.5 million to repay these and other
loans and to provide further working capital
* An extraordinary general meeting has been convened for 7 September 2006 to
approve the resolution necessary to implement a fundraising.
* A further announcement will be made before that meeting giving final
details of the proposals.
* Two new non-executive directors, Leonard Fine and Edward Adams, were
appointed yesterday
* The Company has today released its final results for 2005 and its interim
results for the first half of 2006
* The Chairman's statement accompanying the interim results refers to
continuing trading progress in the second half of 2006, good visibility of
income for 2007 and the prospect of announcing new opportunities to grow
PMG's core business shortly
Commenting on the announcements, David Ciclitira, Chairman of PMG said:
"The last few years have been very tough, but I believe that the results
announced show that we are now moving forward strongly. The dissolution of our
Asian joint venture, the fund raising and other matters would leave us well
placed to drive the business forward profitably from a solid balance sheet."
For further information contact:
David Ciclitira Chairman, Parallel Media Group plc 020 7225 2000
Abigail Singleton Conduit PR 0207 429 6606
Summary of the proposals
On 14 June 2006 Parallel Media Group plc ("PMG" or the "Company") entered into
binding heads of agreement with the other shareholders and financiers (the
"Malaysian Shareholders") of its associate company, Parallel Media Asia (2003)
Limited ("PMA") for a dissolution ("the "Dissolution") of the arrangements for
the business activities operated through PMA and its wholly owned subsidiary
(together the "PMA Group"). This business promotes, through PMA's subsidiary,
Parallel Media Golf (Asia) Limited, five PGA European Tour events held in Asia.
A key condition of the heads of agreement involved PMG raising significant
additional funding by no later than 8 September 2006. As at today's date, these
funds have not been raised in full, although progress continues to be made and
the board is hopeful that the deadline will be met. It was also subject, inter
alia, to regulatory approval. A total of approximately £3.5m is being sought in
connection with the Dissolution and to provide the Company with additional
working capital.
In anticipation that the fundraising can be successfully completed, the Company
needs to obtain shareholder approval to increase the authority to allot shares
for cash. A circular has been sent to shareholders seeking their approval and
an extraordinary general meeting has been convened for 7 September 2006 to
approve the resolution necessary to implement a fundraising. A further
announcement will be made before that meeting giving final details of the
proposals.
Since 2003, PMG's interests in its PGA European Tour golf tournaments held in
Asia have been owned by an associated company, established with certain of the
Malaysian Shareholders, in which PMG holds a minority interest. It has become
clear to the Board over recent months that the original intentions of the
establishment of this arrangement were not being achieved and, in particular,
the expansion of PMG's golfing interests in Asia and the cash flow PMG was
receiving from the existing interests were not satisfactory.
The Board also established that this arrangement was not achieving the
objectives of our partners. Accordingly, negotiations were entered into with a
view to dissolving the partnership and sharing the events managed by the PMA
Group between the two groups. Notwithstanding the Dissolution, it is likely
that the two groups will work together in the future on specific projects.
The principal terms of the Dissolution are that: 1. PMG would assume the rights
to promote the UBS Hong Kong Open and the TCL Classic golf tournaments, and 2.
that the Malaysian Shareholders would acquire PMG's 49.975% shareholding in the
issued share capital of PMA. In addition, normal trading and intercompany
balances will be settled between PMG and PMA. All shareholder agreements
between PMG, the Malaysian Shareholders and PMA would also be terminated at
completion.
For further information contact:
David Ciclitira Chairman, Parallel Media Group plc 020 7225 2000
Abigail Singleton Conduit PR 0207 429 6606
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