Company Announcements

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21 September 2022

Manx Financial Group PLC

Acquisition of 50.1% interest in Payment Assist Limited

Option to acquire remaining 49.9% interest - Update

Following the announcement by Manx Financial Group PLC (the "Group") on 16 May 2022 regarding the agreement to acquire a 50.1% interest of Payment Assist Limited ("Payment Assist") by Manx Ventures Limited ("Manx Ventures"), a wholly owned subsidiary of the Group, we are pleased to announce the acquisition of the initial 50.1% interest has now completed. As a result, the Group will be able to consolidate 50.1% of Payment Assist's trading results and any dividend payable for the final quarter of this year, and then thereafter until the remaining 49.9% is acquired, at which point Payment Assist will become fully integrated within the Group.

Following discussions among Manx Ventures and the current shareholders of Payment Assist (being Neil Jeffrey, Colin Ellard, Spencer Wrench and Simon Bevan - together the "Vendors"), the parties have agreed to certain amendments to the terms of the acquisition, namely:

(i)         an increase in the consideration from £4 million to £4.244 million; and

(ii)         an extension of the period by two years that the joint venture will continue among Manx Ventures and the Vendors before Manx Ventures may exercise the option to acquire the remaining 49.9% of Payment Assist's issued shares held by the Vendors - the option will now be exercisable after Payment Assist has declared a dividend for the financial year ended 31 December 2026.

The other principal terms of the share purchase agreement and option deed remain as previously announced.

Payment Assist was set up by Neil Jeffery and Colin Ellard in 2013 to capitalise on the opportunity in the automotive sector to improve garage customer retention rates by providing a user-friendly method of enabling customers to spread their payments over time. Payment Assist was granted its FCA permission in October 2014. Pursuant to the acquisition, Neil Jeffery and Colin Ellard will remain as directors of Payment Assist, whilst Douglas Grant, Denham Eke and James Smeed will join the board with immediate effect.

Commenting on the acquisition, Douglas Grant, CEO of the Group stated: "We have worked with Payment Assist for over seven years through our banking subsidiary, Conister Bank Limited. During that time, we have developed an ever-closer relationship, so a joint venture was the natural next step to support Payment Assist achieve their growth ambitions. Their customer focused, short-term lending products, were in great demand during the pandemic and are equally as relevant today during these uncertain economic times. This is a major acquisition for the Group, not only in terms of deploying our liquidity safely, but also in continuing to progress our growth strategy."

Neil Jeffery, Chief Executive Officer of Payment Assist commented: "We are delighted to have completed this transaction and to embark upon this exciting new chapter. Having worked with Conister Bank for a number of years, we are confident that this partnership will enable Payment Assist to continue to grow as one of the leading point-of-sale lenders in the United Kingdom."

For further information:-

Manx Financial Group Plc - http://www.mfg.im/
Payment Assist Limited - https://www.payment-assist.co.uk  

Further Information

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