Flowgroup plc (formerly Energetix Group) was founded in 1998, incorporated in the UK, and listed on AIM in 2006. Following the recent sale of Flow Energy and the mCHP Assets, the remaining liabilities of the Continuing Group will be predominantly comprised of liabilities in respect of transaction costs, closure costs, admission cancellation costs and amounts owed to external creditors currently estimated at circa £2.9 million. Following Completion, unless an appropriate opportunity to undertake a reverse takeover as required under AIM rule 15 is pursued, the Company will consider options available to it to effect the distribution of the proceeds of the Sale to stakeholders. Under all likely scenarios following Completion, the cash distribution to Shareholders will be £nil. The cash distribution to the Group’s Company Convertible Loan Note holders (or Preference Share holders, should the Company
Convertible Loan Notes be converted into Preference Shares), after repayment of the FEL Working Capital Loan Notes will be materially below the face value of the Company Convertible Loan Notes and/or Preference Shares held by them. The principal creditors and contingent liabilities of the Company following the disposal of Flow Energy will relate to the costs of terminating the remaining activities of the Company and discharging the remaining liabilities relating to the mCHP and battery businesses.
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