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Posting of Circular

28th Jul 2010 07:01

RNS Number : 0349Q
Tarsus Group PLC
28 July 2010
 



28 July 2010

 

Tarsus Group plc

 

Further announcement in relation to the acquisition of remaining 20% minority interest in Medical Conferences International

 

Tarsus Group plc ("Tarsus" or the "Company"), the international business-to-business media group, announces that, further to the announcement released on 8 March 2010, it intends to post a circular (the "Circular") today to shareholders regarding the proposed acquisition (the "Acquisition") of the remaining 20% interest in MCI Opco, LLC ("MCI") from Dr Robert Goldman and Dr Ronald Klatz (the "Vendors") and the amendments to the contractual relationships with the Vendors (the "Amendments").

 

MCI's business, founded by the Vendors in 2003, is the organisation of medical sector events in the fast growing anti-ageing and preventative medicine market. MCI organises two key sector events annually in Orlando (April) and Las Vegas (December) together with 21 smaller events in the US.

 

Since the acquisition by Tarsus of 80% of the issued share capital of MCI in 2006, MCI has continued to capitalise on its market position in the US. In line with Tarsus Group as a whole, the MCI brand has also been successful in expanding internationally, with events in Europe, Dubai, South America and Asia.

 

The Board believes that the acquisition of the remaining 20% of MCI provides Tarsus with an opportunity to secure 100% of the anticipated upside in MCI's business, with the Acquisition expected to be earnings enhancing in the current financial year.

 

As the Vendors are directors and substantial shareholders (as defined in the Listing Rules) of MCI and MCI Inc. (both subsidiary undertakings of Tarsus), both the Acquisition and the Amendments are a related party transaction for the purposes of Listing Rule 11 and are therefore subject to shareholder approval.

 

The Circular contains a notice convening the general meeting of shareholders to be held at 11.00 a.m. on 19 August 2010 at 26/27 Upper Pembroke Street, Dublin 2, Ireland (the "General Meeting"), at which approval will be sought for the proposed Acquisition and the Amendments, and to authorise the Company's directors (the "Board") to do all such things as are necessary to procure the completion of the Acquisition and the Amendments.

 

The Circular will shortly be available to view on the Tarsus website at www.tarsus-group.com

 

Tarsus will also submit to the UK Listing Authority two copies of the Circular, together with the Form of Proxy for the General Meeting. Copies of the documents will be available for inspection at the UK Listing Authority's Document Viewing Facility at Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS, telephone: 020 7066 1000.

 

 

 

 

For further information contact:

 

Tarsus Group plc

Douglas Emslie, Group Managing Director 020 8846 2700

Ashley Milton, Group Finance Director

 

Investec Bank plc

 

Patrick Robb 020 7597 4000

Bruce MacInnes

Alexandra Calinikos

 

Scott Harris

Stephen Scott 020 7653 0030

Jeremy Wiseman

 

Terms used in this announcement shall be the same as those defined in the Circular.

 

This announcement is for information purposes only and does not constitute an invitation to subscribe for or otherwise acquire or dispose of securities in the Group in any jurisdiction. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement does not constitute or form part of any offer to issue or sell, or any solicitation of any offer to subscribe or purchase, any investments nor shall it (or the fact of its distribution) form the basis of, or be relied on in connection with, any contract therefore.

 

This announcement may include certain "forward-looking statements". These statements are based on the current expectations of the Group and are naturally subject to uncertainty and changes in certain circumstances. Forward-looking statements typically include statements containing words such as "intends", "expects", "anticipates", "targets", "plans", "estimates" and words of similar import. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the

future. There are various factors that could cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, changes in economic conditions, changes in the regulatory environment, fluctuations in value of real estate, interest and exchange rates, the outcome of litigation and government actions. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements. The Group does not undertake any obligation to update publicly or revise forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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