27th Nov 2006 07:00
IFG Group PLC27 November 2006 IFG GROUP PLC Acquisition of Langtry Trust (Channel Islands) Limited and Placing of 4,135,651 Ordinary Shares IFG Group plc (the "Company") is pleased to announce that, through itssubsidiary IFG Trust (Jersey) Limited ("IFG Trust"), it has conditionally agreedto acquire the entire issued share capital of Langtry Trust Company (ChannelIslands) Limited ("Langtry Trust"), a company based in St. Helier, Jersey. Langtry Trust, founded in 1975, is a financial services company providing trustand company establishment and management services to predominantly privateclients, mainly from the United Kingdom and continental Europe. Langtry Trust's income is generated from annual administration fees charged formaintaining and operating the underlying companies and trusts, together withtime based activity fees on such entities. It provides services to approximately670 client entities, whose structures generally hold assets consisting ofproperty, investment portfolios and cash. The initial consideration payable is Stg£3.427 million (€5.065 million). Furtherdeferred consideration of up to Stg£7.442 million (€11 million) may be payable,determined by reference to the turnover of Langtry Trust for the years ending 30September, 2007 and 30 September, 2008. The aggregate maximum considerationpayable is Stg£10.869 million (€16.07 million). The full consideration ispayable in cash. In the year ended 31 March 2006, the last date to which audited accounts wereprepared, Langtry Trust had turnover of Stg£3,197,031 and profit on ordinaryactivities before income tax of Stg£1,289,106. Net assets acquired on completionwere Stg£869,328. Commenting on the placement and the acquisition, Mark Bourke the Group's CEOsaid, "We are delighted with the strong demand for IFG stock and the added scaleand enhanced market position achieved in our Trustee business through thepurchase of this bolt-on acquisition." The Acquisition Agreement contains normal warranties and indemnities in favourof IFG Trust. Post Completion, it is intended that the business of Langtry Trust will beintegrated into IFG's Trustee and Corporate Services Divisions business,consolidating IFG's position as one of the leading independent offshorecorporate service providers. As announced yesterday the Company has placed 4,135,651 Ordinary Shares in themarket place at a price of €1.92 per share to raise €7.94 million beforeexpenses. The placing was made up of 3,224,425 new Ordinary Shares and 911,226Ordinary Shares previously held as Treasury Shares. The total placing represents6.02% of the present total issued share capital of the Company. These shareswill rank pari passu in all respects with the existing Ordinary Shares in issue.The net proceeds will be used for general corporate purposes including thisProposed Acquisition. The placing was arranged by Davy. In view of its size, the Proposed Acquisition of Langtry Trust is conditionalupon the approval of the Company's shareholders which will be sought at anExtraordinary General Meeting ("EGM") to be convened for 18 December 2006. It isalso subject to consent from the Jersey Financial Services Commission. A Circular to shareholders setting out full details of the Proposed Acquisitionwill be posted shortly. Completion of the acquisition is expected to take placeimmediately after the passing of the Resolution at the EGM. FOR FURTHER INFORMATION CONTACT Mark Bourke Chief Executive IFG Group plc (00 353 1) 275 2800Ivan Murphy Director Davy Corporate Finance (00 353 1) 679 6363 27 November 2006 This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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