Anite Group PLC
24 July 2002
24 July 2002
ANITE GROUP PLC
Anite varies Carus Ab ('Carus') earnouts providing additional certainty
Anite Group plc ('Anite' or the 'Group'), the European IT Consultancy & Services
company, indicated, at the time of its announcements on 12 July regarding the
crystallisation and variation of certain earnout payments to the sellers of
businesses acquired since 30 April 2000, that it intended to continue to review
all of the Group's remaining earnout liabilities and would update shareholders
in relation to progress made as appropriate.
Accordingly, Anite is pleased to announce today that it has entered into a
variation agreement with the two founder directors and Holdit Ab, the seller, of
Carus, a provider of software development and IT consultancy services based in
Finland, which was acquired by Anite in November 2000 for a maximum
consideration including earnouts of £5.3 million. Under the variation agreement
all earnouts potentially due in connection with the acquisition of Carus are
being satisfied with immediate effect.
The consideration comprised initial consideration of £300,000, plus a maximum
earnout of £5 million payable on the satisfaction by Carus of certain profit
targets to 30 April 2003. The initial consideration was satisfied by the issue
and allotment by Anite to the Seller of 157,315 ordinary shares of 10 pence each
in the capital of Anite, at an issue price of 190.7 pence per ordinary share.
The earnouts in respect of, inter alia, the periods ending 30 April 2002 and 30
April 2003 were due to be satisfied by the issue and allotment by Anite to the
Seller of ordinary shares in the capital of Anite at an issue price calculated
by reference to the average of the middle market price in the period leading up
to their allotment.
Under the variation agreement:
(i) The earnout consideration due for the period to 30 April 2002
(£192,000) will be satisfied by the issue of 349,091 shares in Anite. The price
at which the shares will be issued will be deemed to be 55 pence.
(ii) The earnout in respect of the year ending 30 April 2003 is being
bought out by issuing 3.1 million shares of 10 pence each. The maximum earnout
that could be payable for such period is circa £4.4 million, whereas the value
of 3.1 million shares at the mid-market closing price of 34p on 23 July 2002 was
circa £1.054m.
John Hawkins, Chief Executive of Anite, stated:
'I am pleased that we have been able to expedite the crystallisation of another
earnout obligation, bringing further certainty for our shareholders.
'We continue to review all of the remaining earnout liabilities and will
continue to update shareholders as appropriate'
For further information, please contact: www.anite.com
Anite Group plc 0118 945 0129
John Hawkins, Chief Executive
Simon Hunt, Finance Director
Weber Shandwick Square Mile 0207 950 2800
Reg Hoare/Laurence Read
This information is provided by RNS
The company news service from the London Stock Exchange
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