Acquisition

EVC Christows PLC 8 February 2001 EVC Christows ('the Company') is pleased to announce that following signature of heads of terms, it has agreed in principle to acquire Evolution Capital Limited ('Evolution') for a total consideration of £12.5 million. The acquisition is subject to contract and a number of conditions, including completion of satisfactory due diligence and tax clearance. Evolution has recently completed a successful fundraising in which it raised £ 2.5 million valuing the business at £12.5 million including the new funds. Consideration It is proposed that the Company will allot 217,391,304 ordinary shares of 1p each, credited as fully paid at a price of 5.75p (being the mid-market closing price of the company shares on 7 February 2001) for the entire fully diluted share capital of Evolution. These new shares will represent 18.1% of the fully diluted enlarged issued share capital of the Company following the acquisition. The key executive team of Evolution have all agreed to be subject to lock in provisions for a period of two years in respect of a majority of the consideration. Summary of the Business Evolution Capital Limited Evolution is an independent group which provides research, advice and funding for private and public companies seeking to identify and develop new enabling technologies capable of global commercial exploitation. Evolution's key sectors of interest and expertise include nanotechnology, wireless telecommunications, emerging engineering technology and other enabling technologies. Evolution was incorporated in February 2000 and has not yet produced any audited financial statements. Reasons for the Transaction The Company has stated its intention of becoming a leading provider of principal investment, research, due diligence and advisory services (to private and public companies). The acquisition of Evolution is a significant step in achieving that aim and gives EVC Christows the platform from which to evolve into investment banking. EVC Christows intends to change its name to incorporate the Evolution brand. New Board Members Following the completion of the acquisition of Evolution it is proposed that Richard Griffiths, James Kenny and James Chilcott, the executive team at Evolution, will join the board of EVC Christows. Further details of the proposed directors' service contracts will be released in due course following completion of the acquisition. It is proposed that at the point at which the transaction completes Chris Roberts and Jackie Donnelly stand down from the board and leave the group. The Company thanks them for their considerable contribution. A circular to shareholders will be dispatched in due course providing full details of the proposed enabling resolutions. Alex Snow, chief executive of EVC Christows, commented: 'The Board is very excited to have agreed terms with Evolution. This provides the group with the high quality intellectual capital in research and due diligence, corporate finance and capital markets. We now have an extremely strong platform to maximise shareholder value from the asset base, and continue to develop our wealth management capabilities.' Richard Griffiths, executive chairman of Evolution, commented: 'I am confident that the combination of Evolution's expertise and market position in researching, advising and investing in new enabling technology companies and EVC Christows' broking and private client franchise will create a powerful and dynamic investment banking and wealth management group uniquely placed to meet the challenges presented by the 21st century market place.' Ends EVC Christows contact: Alex Snow: 020 7444 1730 Adrian Graham 020 7937 4445 Email enquiries to: info@evc-christows.com www.evc-christows.com Media contacts: Kit Watts, Direct Line: 020 7939 7414 Mobile: 07968 417518 Adrian Chitty, Direct Line: 020 7939 7415 Mobile: 09766 14484 VLP Switchboard: 020 7403 7500 kitw@vlp.co.uk adrianc@vlp.co.uk OR Justin Strong 020 7620 2228 Mobile 07765 253671 j.strong@wriglesworth.com
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