Lupus Capital PLC
22 November 2002
22 November 2002
Lupus Capital plc
Extraordinary General Meeting
Further statement on future strategy
The Board of Lupus Capital plc ('Lupus' or the 'Company') rejects both the tone
and content of a statement made earlier today by Advance Value Realisation
Company Limited (ADVARC) relating to the Lupus EGM to be held on 28 November
2002.
• In its statement of 18 October 2002 Lupus said that it was actively
engaged in discussions with a view to a sale of Gall Thomson Environmental
Limited ('Gall Thomson') at a price which would represent a premium to the
consolidated net asset value of Lupus as a whole (£14.6 million at 30 June
2002). This continues to be the case and represents a minimum price
expectation given Gall Thomson's fast growing business, excellent financial
record under Lupus's ownership, and its very strong performance in the first
nine months of 2002.
• The Board's top priority is to address the concerns of its shareholders,
including providing significant liquidity for current holdings. Hence the
Board's stated intention to launch a tender offer in January 2003.
Furthermore, upon the sale of Gall Thomson, as stated yesterday, the Company
will sell all other assets, effectively wind down the Company and return all
net proceeds to shareholders as quickly and prudently as possible.
• In the event that a satisfactory offer for Gall Thomson is not
forthcoming, the Board is prepared to pursue other options to maximise
shareholder value. The Board will report back to shareholders as soon as
possible and no later than the announcement of Lupus's results for the year to
31 December 2002, scheduled for late March 2003.
• The executive directors and the rest of the management team have agreed
to convert their existing rolling 12 month employment contracts to 12 month
fixed employment contracts with effect from 1 December 2002. This is a very
clear sign that the Company will be wound down and it is disingenuous on
ADVARC's part to state that these contracts will be renewed or, indeed,
converted back to rolling contracts. The Board of the Company states quite
categorically that this will not be the case.
• It is clear that the running costs relating to winding down a business
are substantially less than those incurred in building up a business which had
always been Lupus's intent. As soon as a sale of Gall Thomson is agreed,
running costs will be reduced and will continue to be decreased as the wind down
takes place. Furthermore the conversion to fixed contracts by the management
team will reduce closure costs.
• The management of Lupus has demonstrated the strategic skills to build up
Gall Thomson and is best placed to agree a satisfactory sale of Gall Thomson
to the benefit of shareholders.
The Board of Lupus repeats its recommendation that shareholders vote AGAINST all
the resolutions proposed by the requisitionists at the Extraordinary General
Meeting to be held on Thursday 28 November 2002.
- Ends -
Lupus Capital plc Tel: 020 7976 8000
Charles Ryder, Chief Executive www.lupuscapital.com
James Orr, Finance Director
Oriel Securities Limited Tel: 020 7710 7600
Simon Bragg/Adrian McMillan
Merlin Financial Tel: 020 7606 1244
Paul Downes/Tom Randell
This information is provided by RNS
The company news service from the London Stock Exchange
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