Company Announcement - Execution of share transfer agreement

Published: June 10, 2015



Further to Company Announcement 86, the Company would like to announce that it has entered into a share transfer agreement dated 10 June 15 (“the STA”) to acquire all the issued share capital in Blithe Computer Systems Limited, a company incorporated under the Laws of England and having company registration number 02585086 (“Blithe”) from Mr. Peter Wright, the current sole shareholder of Blithe for the total consideration of four million two hundred thousand Pounds Sterling (GBP 4,200,000).

The STA, which contains provisions which are customary for a transaction of this nature, is conditional upon the Company raising enough funds through the issue of thirteen million Euro (€13,000,000) in new bonds redeemable in 2025 (“the New Bonds”). An application for these New Bonds was lodged with the Listing Authority on the 8 June 2015 and further information on the New Bonds was disclosed in Company Announcement 92.

Blithe specialises in the provision of systems and solutions for the management of Electronic Patient Records (EPR) within the healthcare sector, particularly in relation to sexual health and substance misuse.

The Blithe solutions are currently being used by more than 10,000 healthcare professionals in more than 700 locations throughout the United Kingdom.

Through the acquisition of Blithe, the Company aims to enhance its portfolio of solutions in the health sector as well as achieve additional business through cross selling.

Further information about Blithe and the transaction will be published and made available once the Listing Authority approves the contents of the Prospectus which has been prepared by the Company in connection with the issue and admissibility to listing of the New Bonds.

The total gross assets and the profits of Blithe as at 30 June 2014 are of one million two hundred and seventy six thousand eight hundred and sixty eight Pounds Sterling (GBP 1,276,868) and seventy thousand five hundred and nine Pounds Sterling (GBP 70,509) respectively.

In accordance with the provisions of Clause 5.148 et seq of the Listing Rules, the acquisition of Blithe is considered to be a Class 1 transaction and no shareholder approval is required.


Dr. Ivan Gatt
Company Secretary

Updated: 10 April 2019

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