SDOO Springdoo

RNS Number:9721Q
Springdoo PLC
27 March 2008

                                 Springdoo plc



                                (the "Company")



                            Disposal & Cancellation



Disposal

Further to the announcement on 11 March 2008 concerning the Company entering
into a conditional agreement to dispose of its freehold land located in Carlisle
(the "Carlisle Property") to Watkin Jones & Son Limited for a consideration of
�1,425,000 (the "First Disposal Agreement"), the Company confirms that it has
terminated the First Disposal Agreement.  The termination of the First Disposal
Agreement was a direct result of the Company receiving a higher offer for the
Carlisle Property from a third party.  Accordingly, the board is pleased to
further announce that the Company has entered into a new agreement (the "Second
Disposal Agreement"), which is conditional on the approval of shareholders, to
dispose of the Carlisle Property to Caldewgate Developments Nominees Limited.
The consideration for the disposal of the Carlisle Property pursuant to the
Second Disposal Agreement is �1,850,000 and is payable in cash on completion.



Financial effects of the Disposal and use of proceeds

Following the disposal of the Carlisle Property, the Company expects to have
cash resources in the region of �1,550,000.  The proceeds will be used by the
Company to consider future investment opportunities should they arise.



General Meetings

Despite the termination of the First Disposal Agreement, the original general
meeting which is scheduled for 11.00am on 4 April 2008 and which was called to
approve, among other things, the First Disposal Agreement, cannot be cancelled
and will still need to be held as notice has been issued.  There will still be a
resolution proposed at this meeting in relation to the approval of the First
Disposal Agreement on which shareholders can vote. As it is a special resolution
it will need to be approved by the holders of at least 75% of the issued share
capital of the Company to be passed. Following the offer which culminated in the
signing of the Second Disposal Agreement, the Directors believe that it is now
in the best interests of the Company not to approve the resolution. Therefore,
they will be voting against the resolution in respect of their own beneficial
holdings which amount, in aggregate, to 7,421,179 ordinary shares in the Company
(representing approximately 38.3% of the issued share capital of the Company).
On this basis, the resolution will not be approved.



The sale of the Carlisle Property to Caldewgate Developments Nominees Limited
pursuant to the Second Disposal Agreement is conditional on the approval of the
Company's shareholders.  Accordingly, your Board intend convening a further
general meeting of the Company's shareholders shortly (the "Second General
Meeting") at which a resolution will be proposed to this effect.  The Directors
intend voting in favour of this resolution in respect of their own 38.3%
beneficial holdings.



Cancellation

For the reasons given in the announcements made by the Company on 11 March 2008
and 12 March 2008, the Directors still believe that following completion of the
disposal of the Carlisle Property, the interests of the Company will best be
served as a private Company.  Accordingly, your Board will seek the approval of
the shareholders for the cancellation of the Company's shares to trading on AIM
("Cancellation") and intend proposing a resolution to this effect at the Second
General Meeting.



Further details will be included in a circular and a notice convening the Second
General Meeting to approve the disposal of the Carlisle Property pursuant to the
Second Disposal Agreement and the Cancellation which are expected to be
dispatched to shareholders shortly.



For further information please contact:



Lee Dudack, Springdoo plc                                  Tel: 07799 775 141

David Youngman, WH Ireland Ltd                             Tel: 0161 832 2174


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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