Telit Communications Signs Unwinding Agreements With BAMES

16th Jun 2010 07:45

LONDON (Dow Jones)--Telit Communications Plc (TCM.LN), a global machine to machince technology company, announced Wednesday that it has signed an agreement with Bartolini After Market Electronics Services s.r.l. or BAMES, whereby Telit will acquire from BAMES its 10% of the ordinary shares in Telit Wireless Solutions s.r.l or Telit s.r.l.. MAIN FACTS: -Following this transaction Telit will own 100% of the ordinary shares in Telit s.r.l. and the cross-holdings between the two groups will end. -Telit shall acquire from BAMES its entire shareholding in Telit s.r.l., being 10%. of the share capital. -By way of consideration for the shares in Telit s.r.l., Telit s.r.l. has undertaken to transfer to BAMES its stake in SEM, being 19.9%. of the corporate capital of SEM. -In addition, Telit will allot to BAMES 2,700,000 ordinary shares of Telit. -If, as of February 1, 2011, the value of the 2,700,000 Telit shares is less than EUR1.5 million, Telit will pay a further amount in cash to bring this element of the consideration to EUR1.5 million. -If, on that date, the value of these shares is greater than EUR1.5 million, BAMES will pay Telit 50% of amount from EUR1,500,001 and EUR2,500,000 and 100% of the amount above EUR2,500,000, as applicable. -Furthermore, BAMES will waive the pledge given by Telit over 3%. of the ordinary shares in Telit s.r.l. -Shares closed Tuesday at 33 pence. -By Zechariah Hemans, Dow Jones Newswires; 44-20-7842-9411; [email protected] (END) Dow Jones Newswires June 16, 2010 02:45 ET (06:45 GMT)