Telme.Com PLC
25 September 2000
TELME.COM PLC (the 'Company')
Acquisition of GB Mailing Systems Limited ('GB')-
agreement of initial deferred consideration
Pursuant to the acquisition of ('GB'), which was made in
July 1998, the Company reports that it has agreed with the
vendors of GB the initial amount of the deferred element of
the acquisition consideration provided for in the
acquisition agreement ('the Agreement').
GB, a Database Management and Customer Relationship
Management (CRM) company was acquired by TelMe.com plc in
July 1998. The initial consideration for the acquisition
was £5 million, which was satisfied with a mixture of shares
and cash. Under the Agreement, deferred consideration was
payable two years after the date of the acquisition subject
to performance.
The agreed initial earn out amount of £3.4 million of the
deferred consideration will be satisfied by the allotment of
6,172,575 new ordinary shares and the payment of £21,750 in
cash to cover vendors' expenses. The issue price of the new
shares is 54.73 pence per share being the average share
price of the Company's shares for the 28 days preceding the
determination of the earn out amount in accordance with the
mechanism set out in the Agreement. The Company intends to
apply for the listing of the new ordinary shares in the week
commencing 25 September 2000.
An additional earn out amount of a maximum of £0.6 million
may be paid under the Agreement subject to further
discussions which are expected to be completed by the end of
September 2000. The final value of the additional earn out
amount when determined and the method of payment will be the
subject of a further announcement at the appropriate time.
The most recent accounts of the Company, made up to 30 March
2000, contain an accrual for earn out of £3.4 million which
was the estimate of the value of the earn out payable made
at the time of the acquisition in July 1998.
For further information, please contact:
TelMe.com plc
Graham Ramsey 020 7240 2640
Richard Law 0151 608 0205
Golin/Harris Ludgate
Richard Hews/Victoria Martin 020 7253 2252
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