Acquisition and Suspension
September 29 2003 - 11:30AM
UK Regulatory
RNS Number:3041Q
7 Group PLC
29 September 2003
FOR IMMEDIATE RELEASE 29th September 2003
7 GROUP PLC ("7 Group" or "Company")
Appointment of Nominated Advisor
Acquisition of AZZURRAair S.p.A
And
Suspension of dealings pending publication of an Admission Document
7 Group Plc announced today that Beaumont Cornish Limited have been appointed as
its Nominated Advisor. The Board also anticipates that it will be making a
further announcement in the near future as to its proposed new broker.
7 Group Plc currently does not have any operating business. When Mr Mario
Palmonello was appointed as Chairman it was on the basis that 7 Group would seek
acquisitions in Italy. The first of these is the acquisition of AZZURRAair.
Due to the size of the acquisition in relation to that of the Company, the
Transaction amounts to a "Reverse Takeover" and, accordingly, under the AIM
Rules, dealings in the Company's shares on AIM have, at the Company's request,
today been suspended pending the publication of the Admission Document relating
to the re-admission of the Company's Ordinary Shares to trading on the
Alternative Investment Market of the London Stock Exchange. It is anticipated
that trading will immediately resume following such publication
AZZURRAair was set up by Air Malta and other Italian investors in 1995 and
commenced operations in December 1996 with 2 British Aerospace AVRO RJ85
aircraft. Today AZZURRAair operates a fleet of 13 aircraft consisting of seven
AVRO regional jets, six new Boeing 737-700 and Airbus 320-200 aircraft. It is
the process of re-fleeting its medium haul fleet by acquiring 5 new Airbus
320-200 for delivery 2004 through 2006. Its main operating activity, operated
with Boeing and Airbus aircraft, involves mainly charter/leisure travel
activities while its regional jet fleet is predominately involved in scheduled
operations. Most routes operated on scheduled services are coded-shared with
either Alitalia or VLM, the latter a Belgian/Dutch regional carrier. AZZURRAair
carries circa 1 million passengers annually and according to Airline Business
magazine, it has recently been ranked number 194 in the league of the top 200
passenger airline ranking for 2002. In Italy AZZURRAair is ranked as the 5th
airline in terms of passengers and fleet size.
AZZURRAair presently has bases both in Italy and the UK and has its Head
Quarters in Gallarate close to Milan Malpensa airport, its operational hub. It
employs around 420 persons throughout its entire network.
AZZURRAair has historically traded profitably in respect of its chartered
operations but has historically lost money on its scheduled operations resulting
in an overall loss for the company for the year to 31 December 2002 of
Euro21,000,000 on turnover of Euro125,000,000. This loss has been reduced in the
current year to date on like turnover. 7 Group is confident that this trend will
be maintained.
7 Group has agreed to acquire 99.86% of AZZURRAair from Air Malta Plc and Air
International Services s.r.l. 7 Group had previously acquired 0.14% of
AZZURRAair by way of placement from the company directly. It has acquired the
50.86% stake of Air International Services, with the remaining 49% currently
being held by Air Malta subject only to them receiving approval from their
syndicated bankers to transfer this to 7 Group, which is expected to occur
shortly, at which time 7 Group will own 100% of the company. The consideration
for purchase will not exceed Euro15,000,000.
The net assets to be acquired as shown in the audited accounts to 31 December
2002 were Euro8,000,000, gross assets of Euro44,800,000.
Discussions are continuing with a view to strengthening the Board of directors.
There are no service contracts with any proposed directors. A further
announcement will be made in due course.
The effect on 7 Group will be to provide it with a substantial operating
business based in Italy in accordance with the strategy developed by its
Chairman and corporate advisors. It is anticipated that further acquisitions, in
accordance with the company's policy to develop as an investment company, will
continue. Further acquisitions may occur within the aviation industry or
generally with a focus on European opportunities.
Full information relating to the acquisition and to the future plans for
development of 7 Group will be contained in a circular (comprising an Admission
Document) to be sent to shareholders as soon as practicable, which will seek
shareholders approval for the acquisition at an Extraordinary General Meeting.
Contacts: Adam Reynolds - Chief Executive, Hansard Communications Plc
Telephone: 020 7245 1100
Roland Cornish or Rod Venables - Beaumont Cornish Limited
Telephone: 020 7628 3396
This information is provided by RNS
The company news service from the London Stock Exchange
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