Acquisition

Canisp PLC 01 October 2004 FOR IMMEDIATE RELEASE 1 October 2004 Canisp plc ('Canisp' or 'the Company') Acquisition of additional fixed line businesses ('Acquisitions') Introduction Canisp announced on 22 September 2004 that its subsidiary, The Airtime Group Limited ('TAG') had acquired the fixed line customer base and non-geographic number services of International Telecom Brokers Limited. Canisp is pleased to announce today, further acquisitions by TAG, those of the fixed line customer bases and the non-geographic number services of each of Elphinstone Communications Limited ('Elphinstone Business') and Sports Club Telecom Limited ('Sports Club Business') ('the Acquisitions'). Acquisitions As set out in the Company's announcement of 22 September 2004, these Acquisitions, coupled with the recent acquisition of the fixed line customer base and the non-geographic number services of International Telecom Brokers Limited, are consistent with Canisp's stated investment strategy and complement the existing business of TAG by further expanding its customer base. Consideration The aggregate initial consideration for the Acquisitions, which was paid in cash, amounted to £200,000. The agreement to acquire the Elphinstone Business provided for the further payment by TAG, in six months time, of an amount equal to the aggregate net revenue received by TAG in this six month period from the Elphinstone Business less the initial payment of £150,000. The agreement to acquire the Sports Club Business provided for the further payment by TAG, in three months time, of an amount equal to four times average net monthly revenue from the Sports Club Business received by TAG in the first three months, less the initial price of £50,000, and additional monthly payments, over two years, of ten per cent. of net revenue derived from the Sports Club Business. In July 2004, the turnover of the Elphinstone Business was approximately £50,000 and gross profit was approximately £15,000. In July 2004, the turnover of the Sports Club Business was approximately £25,000 and gross profit was approximately £8,000. Related party transaction Corvus Capital Inc. ('Corvus') which, by virtue of its shareholding in the company, is a related party under the AIM rules, has today made a short term loan of £300,000 available to the Company on the following terms: • the loan is repayable after six months at Corvus' option but the Company can choose to repay the loan at any time without incurring a penalty; • an arrangement fee of £9,000 is payable on repayment of the principal; and • the loan attracts interest at a rate of 2 per cent. above the base rate of HSBC Bank plc from time to time. The directors of the Company consider, having first consulted with the Company's nominated adviser, that the terms of the loan are fair and reasonable in so far as they concern the shareholders of the Company. Enquiries: Mike Hirschfield, Canisp plc tel: 020 7929 5599 (for today only) John Bick, Holborn tel: 020 7929 5599 This information is provided by RNS The company news service from the London Stock Exchange
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