Result of EGM
2007年12月29日 - 1:15AM
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Screen FX PLC
28 December 2007
Press Release 28 December 2007
ScreenFX plc
("ScreenFX" or "the Company")
Result of EGM
The Board of ScreenFX plc (AIM:SFX), the digital advertising and communications
specialist, announces that at its Extraordinary General Meeting held today in
Manchester, the special resolutions proposed to Shareholders (as set out in its
notice to Shareholders dated 5 December 2007) were duly passed.
The Directors anticipate that the proposed acquisition referred to in the
Circular dated 5 December 2007 will be completed in the next few days and a
further announcement will be made at that time.
The proposed acquisition relates to Screen Media Networks Limited ("SMN"), an
outdoor media contractor that combines both traditional and digital media
services. Its unaudited management accounts for the year ended 31 December 2006
show that the business generated turnover of �112,123 and a loss of �67,420.
SMN has a digital panel network of approximately 120 screens already installed
within the four major theme parks across the UK. These screens are positioned
along queue lines and areas of the highest footfall to attract the attention of
the 7.5 million people that attend these theme parks each year.
SMN has also laid the basis for a proposed network of traditional backlit
six-sheet print posters to be deployed across approximately 1,000 roadside
locations and outside convenience stores throughout the UK. In a more recent
development, SMN has begun exploration of the market for digital screen
advertising within shopping malls in India. This is a new opportunity for SMN
which is on track to be the first company to put such digital poster panels in
major shopping malls in this country where it can capitalise on the continued
growth in the Indian economy.
In addition to these initiatives, and most importantly for ScreenFX, SMN is in
the process of establishing a contractual relationship with one of the world's
major outdoor media advertising companies, whereby that company will provide a
national advertising sales function across the combined SMN and ScreenFX
portfolio of advertising screens and posters. This landmark arrangement for the
new group will transform the group's ability to achieve the national advertising
revenue that it seeks
It is proposed that ScreenFX will acquire SMN for a total consideration of
Ordinary Shares as would equate to an initial 29.9 per cent of the new Enlarged
Group's issued Ordinary Share Capital. Subject to further future fund raising
criteria, as previously announced on 6 December 2007, SMN will be able to secure
further shares in the Group.
Pursuant to the loan conversion arrangements referred to in the above mentioned
Circular the following Ordinary Shares and warrants have been allotted to
directors:
Mike Cottman 3,902,330
Eric Anstee 348,622 and 116,207 warrants at 25 pence
In addition other providers of loans have been allotted 813,480 Ordinary Shares
and 104,493 warrants at 25 pence.
Executive Chairman, Mike Cottman, said: "The structure of the forthcoming
national advertising arrangements and the critical mass that the acquisition of
Screen Media Networks provides us with will, we believe, enable the Enlarged
Group to produce a significant swing into profits at the EBITDA level within
twelve months of the successful completion of the deal.
"We have previously highlighted that the Company has found it difficult to
source major national advertisers for the existing screen network, largely
because of the dominance of the major players for outdoor media advertising.
Screen Media Networks has already established a market for itself in a
complementary arena and has the agreements in place such that we would be able
to answer this problem. We are excited by the potential for the Enlarged Group.
It is intended that the name of the Company will be changed to Vision Media
Group plc in a number of weeks time and further announcements will be made in
this regard in due course."
- Ends -
For further information:
ScreenFX plc
Mike Cottman, Executive Chairman Tel: +44 (0) 161 428 5544
mikec@screenfx.com www.screenfx.com
Seymour Pierce Limited
Stuart Lane / John Depasquale, Corporate Finance Tel: +44 (0) 20 7107 8000
stuartlane@seymourpierce.com www.seymourpierce.com
Media enquiries:
Abchurch
Henry Harrison-Topham / Gareth Mead Tel: +44 (0) 20 7398 7700
henry.ht@abchurch-group.com www.abchurch-group.com
This information is provided by RNS
The company news service from the London Stock Exchange
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