Disposal of Cyntergy

Clarity Commerce Solutions PLC 02 May 2008 Clarity Commerce Solutions Disposal 2 May 2008 Clarity Commerce Solutions plc Successful disposal of non-core services business Clarity Commerce Solutions plc (AIM: CCS, 'Clarity' or the 'Company'), a leading supplier of mission critical transaction processing solutions, is pleased to announce that it has successfully disposed of one of its non-core services businesses. The Company announced the results of its strategic review on 7 April 2008, where it indicated it would undertake a small operational restructuring, as well as seek to divest itself of two non-core service businesses. Cyntergy Services Limited ('Cyntergy'), which provides help desk and training services to a wide variety of retail, leisure and software companies throughout the UK and mainland Europe, has been sold to Lumos Services Limited ('Lumos'). The maximum consideration receivable by the Company for the disposal is £1,000,000 payable entirely in cash. Of this sum, £400,000 has been paid on completion with a further £100,000 payable within twelve months. The balancing consideration, of up to £500,000, arises in respect of training or help desk business introduced by Clarity to Cyntergy in the three year period following completion. The exact sum payable will be calculated annually as a proportion of agreed gross profits generated on business introduced to Cyntergy for the succeeding twelve months of any such new contract introduced. Such additional sums would be payable to Clarity shortly after each anniversary of completion. Peter Walker, a previous Executive Director of Clarity, owns 27.5% of Lumos and is a Director of that company. Further Tim Bittleston, a previous non-executive Director of Clarity, owns 4.5% of Lumos. As Messrs Walker and Bittleston have both been directors of Clarity within the last 12 months, and together control more than 30% of Lumos, this transaction is deemed, for the purposes of the AIM Rules, to be one with a related party. In accordance with the AIM Rules the Directors consider, having consulted with the Company's Nominated Adviser, that the terms of the transaction are fair and reasonable insofar as Shareholders are concerned. For the financial year ended 31 March 2007, being the last statutory accounts prepared for the disposed company, Cyntergy reported profits on ordinary activities before tax of £230,000 and net assets of £199,000. Clarity intends to use the funds raised from this disposal, after settlement of related costs, to support both its working capital, to reduce its term debt, and allow the Company to investigate further acquisition opportunities in its core marketplace. Again, this is in line with the Board's stated strategy. Commenting on the disposal, Ken Smith, Clarity CEO stated: 'This transaction is a key milestone in the implementation of Clarity's recently-stated strategy. Clarity will retain the benefit of Cyntergy as an important support partner, whilst focussing on the Group's software and solutions businesses where the Board believes Clarity's key value lies. Clarity's business has been dramatically changed over recent months and with full shareholder support now behind us we are following a strategy which will enable the Group to do what it does best - providing software and solutions into our blue chip client base. I look forward to updating shareholders with further progress in due course. The Clarity Board wishes Peter and his team every success, and will be working closely with Cyntergy in both parties' interests' Peter Walker, CEO of Lumos, stated: 'This is an exciting opportunity for the new and the existing management and staff of Cyntergy, to grow the business through a more focussed, service orientated, business strategy. We will create new products and services for the existing client base and expand our market. We are pleased to be asked to continue to provide cost effective services to Clarity's customers.' Enquiries Clarity Commerce Solutions plc Ken Smith, CEO Tel: 01256 365150 Grant Thornton (Nomad) Fiona Kindness Tel: 020 7728 3414 SVS Securities PLC (Broker) Ian Callaway Tel: 020 7638 5600 This information is provided by RNS The company news service from the London Stock Exchange
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