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Bermuda Computer Services Limited Announces Pending Sale
" Since the beginning of the year we have been working on arrangements to dispose of one or more of our operating subsidiaries. In April we agreed in principle with an investor group to consider their offer to purchase all of the operating subsidiaries. In order to facilitate this offer we agreed to allow them to have in depth discussions with senior management and to inspect or accounts. We felt that the impact of this proposed transaction was of such significance that we should delay the meeting of shareholders until we had a more positive indication of the possibility of concluding this sale.
I can now report that the Directors of BCS Ltd. have signed a "Heads Of Agreement" with a group of investors including Aaron Smith, the General Manager of BCS Agencies Ltd., in which we have agreed (subject to their being able to obtain financing) to sell 100% of the shares of BCS Holdings Limited (a wholly-owned subsidiary of Bermuda Computer Services Limited) which own BCS Properties Ltd., BCS Agencies Ltd, and Transact Limited, for $6 million. This non-binding Heads of Agreement contemplates completion of the sale by 25th September 2003.
From a Shareholder point of view, the net amount realized from the sale of all of our operations, after payment of legal fees and other expenses, including agency fees, should amount to just over $5.5 million, which is equivalent to a little over $18 per share.
Assuming the purchasers are able to secure the financing required to assist them with this acquisition, we would expect to pay a liquidating dividend of $10 per share some time before the end of the year out of the proceeds with an additional distribution in the second quarter of 2004 to be paid out of accumulated earnings."