Thalassa Holdings Limited Preliminary Agreement - WGP Sale & ARL Investment (9417N)
August 15 2017 - 2:00AM
UK Regulatory
TIDMTHAL
RNS Number : 9417N
Thalassa Holdings Limited
15 August 2017
Thalassa Holdings Ltd
(Reuters: THAL.L, Bloomberg: THAL:LN)
("Thalassa", "THAL" or the "Company")
THAL reaches preliminary agreement on WGP sale and ARL
investment
This announcement contains inside information for the purposes
of Article 7 of Regulation 596/2014.
Further to the Company's announcement of 2 August 2017, the
board of directors of Thalassa (the "Board") has agreed preliminary
terms and executed letters of intent with the interested third
party for the acquisition of 100% of WGP Group Ltd and subsidiaries
("WGP") and an investment in Autonomous Robotics Ltd ("ARL")
(together, the "Proposals").
The proposed consideration to acquire WGP of up to $30 million
(before expenses) consists of an upfront payment of $20 million and
a further potential $10 million performance based earn-out. The
third party also proposes to invest $2 million to acquire a 20%
equity state in GO Science Group Ltd, the parent of ARL, together
with a 2-year option to purchase the same number of shares at the
same price.
The Proposals remain subject to detailed financial and legal due
diligence and to agreement on the transaction documentation, which
would be conditional upon shareholder approval.
The Board has lifted the suspension of the share buy back
programme announced 2 August until detailed due diligence
commences, which is scheduled to start in mid-September.
Duncan Soukup, Chairman of Thalassa, said: "The Thalassa Board
believes that the Proposals represent excellent value for
shareholders. The Board also believes that these Proposals will
secure the long-term future of WGP and facilitate ARL's business
development. The interested party brings substantial node
manufacturing and deployment and recovery experience to the table,
which are core components of ARL's flying node system project.
However, the Board would point out that until due diligence has
been completed and contracts exchanged, the Proposals are subject
to potential change or non-completion."
Investor Enquiries:
Thalassa Holdings Ltd
Duncan Soukup, Chairman +33 (0)6 78 63 26 89
WH Ireland Limited (Nominated Adviser and Broker)
Chris Fielding, Head of Corporate Finance +44 (0)207 220
1650
www.thalassaholdingsltd.com
Note to Editors:
Thalassa Holdings Ltd, incorporated and registered in the BVI
and quoted on AIM, is a holding company currently with positions in
the Energy Services, Defence and Homeland Security and Real
Estate.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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