Acquisition
Mondas PLC
11 October 2005
Mondas plc ('Mondas' or 'the Company')
MONDAS ACQUIRES ECLIPSE LEARNER SYSTEMS LIMITED
Mondas PLC, the specialist provider of software solutions to the banking &
securities and education markets, is pleased to announce the acquisition of the
entire share capital of Eclipse Learner Systems Ltd. ('Eclipse'), a supplier of
software systems to colleges of further education, for a total consideration of
£550,000. The consideration is to be satisfied as to £287,000 payable in cash,
with £187,000 payable on completion, which is expected to take place on 11
October 2005 and £100,000 on 15 December 2005, of which £50,000 will be held in
escrow till 10 April 2006. The balance of £263,000 is to be satisfied on
completion by the issue of 1,461,110 new ordinary Mondas shares issued at 18p
each and credited as fully paid. On completion Eclipse is expected to have cash
and short-term receivables balances in excess of £160,000.
Following Admission, the holders of the consideration shares have undertaken not
to dispose of the shares for a period of six months and thereafter not to
dispose of the shares for a further period of twelve months, without the consent
of the Company, such disposals to be through brokers nominated by the Company.
In addition, for a period of twelve months following Admission the holders of
the consideration shares have undertaken to vote in accordance with the
directions of the Board of the Company.
In its year ended 30 November 2004 Eclipse had revenues of £633,000 and
generated profits before taxation of £45,000. For the eight month period ended
31 July 2005, un-audited management accounts showed revenues of £333,000 and
profits before taxation of £30,000. Recurring annual support revenue is in
excess of £300,000. As at 30 November 2004, Eclipse had net assets of £121,000.
Eclipse was established in 2001 and is a provider of learner management and
administration software in the UK, with 26 users including, Rotherham College of
Arts and Technology, Lewisham College and Guildford College. Its flagship
product is the Eclipse Learner Management and Administration system, a fully
integrated, management information system, which fulfils the individual and
specific needs of the further education and sixth form college markets.
Following the acquisition, Mondas will have approximately 160 users in the
education sector, including 120 colleges of further education.
Under the terms of the agreement, Eclipse's managing director, Steven Sanders
will retire, but will be retained as a consultant. Eclipse's technical director,
Susan Kinch, will join the Resource Business Unit's technical team.
Application has been made for the consideration shares to be admitted to trading
on AIM. It is expected that admission will become effective and that trading
will commence on 17 October 2005.
Steve Sanders, Managing Director, Eclipse Learner Systems said:
'Being part of Mondas will enable Eclipse to deliver enhanced solutions to an
increased customer base and enable our existing clients to benefit from a
broader range of products and services'.
Jarlath McGee, Chief Executive of Mondas said:
' This is an important step in the development of our Resource business and
I am delighted to bring Eclipse's proven learner management system and its
prestigious client base to Mondas. This reinforces our commitment to the
education sector, and with now over 160 educational establishments this business
unit has a stronger platform for growth in the future. This acquisition is the
first stage of the ongoing strategy of adding critical mass to both business
units that we announced in July. We are actively pursuing similar opportunities
in the Banking & Securities sector.'
11 October 2005
Enquiries:
Mondas PLC Tel: 020 7392 1300
Jarlath McGee, Chief Executive
College Hill Tel: 020 7457 2020
Matthew Smallwood/Clare Warren
This information is provided by RNS
The company news service from the London Stock Exchange