Acquisition of Events Company

Ten Alps Communications PLC 17 October 2001 Ten Alps Communications plc Acquisition of events company Pacesetter Ten Alps Communications plc ('Ten Alps' or the 'Company') today announces it has agreed to purchase the entire issued share capital of Pacesetter Holdings Limited ('Pacesetter'), which is the holding company of events organiser Pacesetter Associates Limited (together the 'Pacesetter Group'). Completion of the purchase is scheduled to take place on 19 October 2001. Pacesetter Group achieved pre-tax profits of £419,264 in the year to 31 May 2001 after payment of directors' salaries, and before the payment of special bonuses of £150,000. Revenues were £3,169,189. Net assets as at 31 May 2001 were £201,657 and reported profit before tax was £269,264. Pacesetter's client base includes Corus, BBC, National Cash Register, EMI Group plc, Ford Motor Co, Disney, RMC and other major corporations, plus extensive work for the Home and Foreign Offices. The initial consideration payable by Ten Alps on completion is £485,870 in cash and the issue of 4,891,304 new ordinary shares in the capital of the Company. Taking the mid-market closing price of the Company's ordinary shares on 16th October 2001 (being the latest practicable date prior to this announcement) this equates to an aggregate initial consideration payable of £ 1,219,566. Additional consideration of up to a maximum of £750,000 will be payable if Pacesetter achieves pre-tax profit targets of greater than £375,000 for the year ending 31 May 2002. This further consideration will be payable by way of issue of up to a maximum of 2,445,650 new ordinary shares in the capital of the Company (depending on the applicable share price at the time), with the remainder being payable in cash. Further additional consideration of up to a maximum of £110,000 (which will in the meantime continue to be held as cash at bank) will be payable in cash, dependent on Pacesetter Group's working capital requirement for the period up to 31st May 2002. 'Our aim is to build a major events business offering the full range of services to brands,' said Alex Connock, Chief Executive of Ten Alps. 'Pacesetter now gives us the added capability of major Live Communications Business incorporating corporate launches, conferences and a range of other international branded event work.' 'It complements our existing Dr Party corporate entertainment division, and our Fire Brand public events division, which are already providing events for major corporate clients.' Pacesetter London-based Pacesetter Group has been trading since 1992, and has undertaken work in the last year in the UK, US, Europe and South America. 'Pacesetter has great clients,' said Ten Alps non-executive Director Bob Geldof. 'But above all, great management who we have worked with for years, and who really want to take the events group forward with us internationally.' The three directors of Pacesetter, Tim Spencer (40), Nigel O'Hagan (38) and Anton Jeffery (35) have entered into three-year service contracts with Pacesetter Associates Limited. Managing Director Tim Spencer said: 'This is a very exciting move forward for Pacesetter. The Ten Alps group is a very real, major force and we look forward to exploiting its potential in our sector of the market.' Synergies Nitil Patel, Finance Director of Ten Alps, commented: 'Whilst the Pacesetter brand will be maintained as it is strong in its niche, we are looking at significant synergies. There will be immediate integration of the accounts and legal departments, as well as coordinated marketing, and the movement of project-based staff.' Ten Alps Events Business Ten Alps will now be able to service brands with three kinds of events: Pacesetter: live communications including conferences, conventions and branded launches, with turnover on most jobs being in the £100,000 to £500,000 bracket. Dr Party: corporate entertainment, with turnover on most jobs being in the £ 25,000 to £150,000 bracket. Ten Alps' 'Fire Brand' division: branded public shows related to large sporting events such at the FA Cup or Grand Prix, with turnover on most jobs in the £100,000 to £250,000 bracket. Press Enquiries Sheila Gunn Brown, Lloyd, James 0207 591 9610 07884 437934 Alex Connock Chief Executive Ten Alps Communications plc 0207 627 4190 07770 801531
UK 100