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Hegira, a company controlled by Chris Akers and Nigel Robertson, both directors of Sports Resource, is pleased to announce that agreement has been reached on the terms of a recommended offer to be made by Corporate Synergy to acquire the entire issued and to be issued share capital of Sports Resource.

Key Points

  • The Cash Offer will be 10 pence in cash for each Sports Resource Share which values Sports Resource at approximately £6.6 million.
  • The Cash Offer represents certain value for Sports Resource Shareholders and a premium of 37.9 per cent. to the middle market quotation of 7.25p per Sports Resource Share at close of business on 7 May 2003 (the day prior to announcement that the Company was in discussions) and a premium of 47.1% to the average middle market quotation in the six months prior to that announcement.
  • Hegira is a company controlled by Christopher Akers and Nigel Robertson, both Directors of Sports Resource.
  • The Offer is conditional on the sale by Hegira of the subsidiary businesses to their respective management teams, excluding Power Marketing.
  • An offer by Hegira, structured using a loan note alternative to enable the subsidiary managements to purchase their respective businesses, has accelerated the return of value to Sports Resource Shareholders.
  • The Sports Resource Directors, including the Independent Director, have given irrevocable undertakings to Hegira to accept the Offer, amounting to, in aggregate, 34,944,179 Sports Resource Shares representing 53.0 per cent. of the entire issued share capital of Sports Resource.
  • In total, Hegira has received irrevocable undertakings in respect of a total of 40,027,337 Sports Resource Shares representing approximately 60.70% of the entire issued share capital of Sports Resource.
  • The Independent Director, who has been so advised by Panmure, considers the terms of the Offer to be fair and reasonable and recommends Sports Resource Shareholders to accept the Cash Offer.
  • The preliminary audited results for the year ended 31 December 2002 are contained in a separate announcement also released today.
  • Approval to be sought from Independent Shareholders at an Extraordinary General Meeting to be held on 5 June 2003.
  • Commenting on the Offer, Chris Akers, Chairman of Sports Resource and a founder of Hegira, said:

    ‘Against a very difficult background, Sports Resource has worked hard to retain existing clients and has invested in senior management to broaden the revenue streams of the Group, achieving some measure of success. However, in the absence of any material improvement in either the sports market or the small cap quoted sector and, given the cash resources required to maintain this necessary development, the Board of Sports Resource decided to investigate and carefully consider the options of maximising shareholder value going forward. Such options included continuing trading or selling the Group, in whole or in part. However, I believe this Offer from Hegira provides the most certain route of maximising shareholder value.’

    The sole Independent Director, Michael Giffin, commented:

    ‘The markets in which Sports Resource operates have been severely affected since the end of 2001, and are unlikely to improve in the near future. In view of this uncertainty and the stock market conditions for smaller companies, I believe this Offer represents realisable and fair value to Sports Resource Shareholders.’

    This summary should be read in conjunction with text of the full press announcement attached.

    For further information contact:

    Hegira plc
    020 7643 5356
    Chris Akers

    Corporate Synergy PLC (Financial adviser to Hegira)
    020 7626 2244
    Lindsay Mair

    Sports Resource Group plc
    020 7643 5398
    Michael Giffin

    Panmure (Financial adviser to Sports Resource)
    020 7020 5121
    Richard Potts

    Buchanan Communications
    020 7466 5000
    Charles Ryland
    Catherine Miles