LONDON, UK: Board of Aukett Swanke Group announced the disposal of the non-core Live Events business acquired as part of the recently completed acquisition of Torpedo Factory Group (TFG).

Under the terms of an asset purchase agreement, Conferencecast Limited, a company established for the purpose by the division’s principal manager has acquired the business and assets of the Live Events division of TFG, and assumed responsibility for all the Live Events liabilities, including leasehold property and employment-related liabilities together with acquiring certain associated assets for a consideration of £1.

The Live Events business provides specialist audio visual equipment for live events and has been loss making since the Covid pandemic, forced the closure of many live event venues.

It represented 4.5% of the TFG revenue for the 18 month period ended 30 June 2021 and employed 17 of the total 71 TFG staff. It was lossmaking in that period (c. £112k loss) and management accounts indicate it has remained lossmaking subsequently. It also requires capital investment to renew the equipment it rents following the pandemic. At the point of disposal it has 9 staff, who are all transferring as part of the transaction. The Group expects to record a net loss on the Disposal in the region of £60,000 after costs, being the book value of the assets disposed.

As previously announced, the focus of the Group is the development of the architecture businesses and becoming a master systems integrator for smart buildings. The Live Events business forms part of neither and its disposal will allow the executive management team to better focus on the Group’s strategy.

John-David Papworth, who leads the Live Events business and is the sole shareholder in Conferencecast Limited, has as part of the Disposal entered into a lock-in arrangement with the Company in respect of the 5.91% shares he holds in Aukett Swanke Group PLC. The initial lock-in is for a 12 month period, subject to certain permitted disposal events once a quarter, and there is then a remaining 12 month orderly market arrangement.

The Disposal is considered to be a related party transaction for the purposes of AIM Rule 13 of the AIM Rules for Companies due to John-David Papworth being a director of TFG, a wholly-owned subsidiary of the Company. For the purposes of the AIM Rules for Companies, the Independent Directors (being all Directors), having consulted with the Company’s Nominated Adviser, Strand Hanson Limited, consider the terms of the Disposal to be fair and reasonable so far as its Shareholders are concerned.

Aukett Swanke signs documentation to acquire Torpedo Factory Group

Aukett Swanke