13 June 2018
LMS Capital plc ("LMS" or the "Company")
Sale of Penguin - notification of proceeds of fund distribution and realisation of the Company's co-investment holding.
The Company is pleased to announce that it has been informed by the general partner of San Francisco Equity Partners Fund 1 ("SFEP 1") that the fund has received proceeds from the sale of its investment in Penguin Computing, Inc., ("Penguin") and that the transaction giving rise to those proceeds also includes the sale of the Company's co-investment in Penguin.
Penguin supplies enterprise and high performance computing and cloud computing solutions, principally in North America. The Company owns its interest via its holding in SFEP 1 and through a directly held co-investment. The Company's combined interest amounts to approximately 19% of the equity of Penguin.
At 31 March 2018 the Company reported a carrying value of £1.7 million for its directly held co-investment and £10.9 million for the interest held via SFEP 1 (jointly "Penguin holdings" with 31 March 2018 carrying value of £12.6 million). Penguin holdings represented 20.9% of the Company's estimated net asset value at 31 March 2018.
Penguin has been acquired by Smart Global Holdings, Inc. ("Smart") a US quoted company providing specialist solutions to the computing, networking, communications, storage, mobile and industrial markets. (For Smart's announcement see www.smartgh.com )
The acquisition price was up to $85 million, which includes $25 million of performance based payments that are made if certain agreed upon targets are achieved during Penguin's financial year ending 31 December 2018. In addition to the performance related element of the acquisition price there are also amounts from the price retained in escrow, and released subject to satisfaction of certain conditions.
The Company has not yet received a formal distribution notice from the general partner of SFEP 1, nor has it received sufficient details of the transaction, including details of the conditions attaching to the performance related element of the price, to enable it accurately to assess the impact on the Company's net asset value.
The general partner has however indicated that initial proceeds to the Company are likely to amount to around 60% of the carrying value of Penguin holdings, and that release of the escrow plus payments under the performance related element of the price could allow the company to receive proceeds equal to its carrying value, or possibly a small premium, during the first half of 2019.
A further announcement will be made in the near future when the Company has more information.
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
For further information please contact:
LMS Capital PLC 020 3837 6275
Martin Knight, Chairman
Gresham House Asset Management
Graham Bird, Investment Director 020 3837 6275
J.P. Morgan Cazenove
Michael Wentworth-Stanley 0207 742 4000
