Ashfords Solicitors

Action Indoor Sports Stadiums Limited

Transaction: Advising on the establishment of Action Indoor Sports Stadiums Limited and the subsequent investment by South West Ventures Fund and Finance South West.

Business: Innovative indoor sports stadiums, sporting events and leagues.

Client Advisers: Ashfords

Legal Advisers to the Investors: Veale Wasborough

Lawyers: George Wilkinson, Mark Lomas (Intellectual Property), Charles Pallot (Employment), Sarah Ziff (Construction) and Sarah Lomas (Commercial Property).

Completed: November 2006

Eden Ventures

Eden Ventures, a venture capital fund, refinancing of Volutio Limited, a software company specialising in personal organisation

Lawyer: Andrew Betteridge

Anne Martin & Co

Sale of Anne Martin & Co to charted accountants and business advisers Burton Sweet, which has six offices in and around Bristol.

Lawyer: Garry Mackay

Shareholders of Chiltern Securities Limited

Share sale of specialist sponsor of health PFI projects Chiltern Securities Group and its portfolio of Six Community Health Projects to Secondary Market Infr astructure Fund (SMIF) the leading secondary investor in the PFI / PPP market for an initial consideration of £7.5m rising to £10m

All projects are now fully operational. The total capital value of the portfolio is £48m.

SMIF is one of the biggest investors in the PFI / PPP market, with over £430m invested in over 65 assets.

Lawyers: Simon Rous, Colin Wright and Rachael Morgan

Boracic

Complex realisation of a bankrupts assets involving the determination of estate monies pursuant to the principle of Ord v Upton; making a full recovery for creditors.

Lawyer: Paul Caldicott

Hosking

Vendors: Roger and Sandra Hosking
Buyer: Wolseley UK Limited
Transaction: Sale of shares and lease-back of business premises for an undisclosed sum in cash
Business: Building materials and supplies based in Porthleven, Helston, Cornwall
Vendors’ Advisers: Ashfords and Atkins Ferrie
Buyer’s Advisers: Burges Salmon LLP, KPMG LLP

Lawyers: Simon Rous, Stuart Mathews & Stephen Harris

Chantrey Vellacott DFK

Transaction: Complex realisation of a Bankrupt's property involving exceptional circumstances and Human Rights arguments. Possession Order being upheld on appeal.
Deal Features: Case reported [2006] EWHC 282 (Ch)

Client Advisers: Ashfords
Other Advisers: Blocks

Referred from: David Ingram
Referred to: Alan BennettCompleted: 2006

Lawyers: Alan Bennett, and David Pomeroy

Eden Ventures

Eden Ventures, a venture capital fund, refinancing and further subscription in Software Cellular Network Limited, a software company

Lawyer: Andrew Betteridge

Carter Clark

Transaction: Investigation of a Transaction at an Undervalue of a Bankrupt's jointly owned property to a family member.
Deal Features: A fully contested trial in the Royal Courts of Justice led to a payment in full for creditors.

Client Advisers: Ashfords
Other Advisers: Kyriakdes Braier
Price: Substantial six figure sum

Referred from: Alan Clark
Referred to: Alan Bennett

Completed: 2006
Lawyers: Alan Bennett, Andrew Pay

Bishop Fleming

Transaction: Coversion of a Members Voluntary Liquidation into Administration leading to the sale of a chain of public houses
Vendors: Stable Investments Limited (in Administration)
Deal Features: Sales resulted in a significant realisation for the lending bank.

Client Advisers: Ashfords
Price: Confidential

Completed: 2006
Lawyers: Alan Bennett and David Pomeroy

BiSel Limited

Transaction: Offer for Subscription and advice on commercial contracts for the growth and supply of Miscanthus
Business: The supply of Miscanthus to power stations which is grown within 50 miles of the relevant power station.
Sector: Biomass crops
Client Advisers: Ashfords and Bishop Fleming

Lawyer: Peter Fox

Sprue Aegis PLC (traded on OFEX)

Transaction: Capital Raising
Buyer / Investor / Funder: CIP Industries L.P. Incorporated
Business: Manufacturing
Deal Features: £1m by Convertible Debt from Coller Capital towards proposed acquisition of QSA Global (Hong Kong) in 2008
Client Advisers: Ashfords and Arbuthnot Securities Limited (NOMAD)
Other Advisers: O’Melveny & Myers

Lawyers: Simon Rous & Chris Dyson

Crelake Care Limited

Transaction: Refinancing to expand Crelake House Care Home, Tavistock, Devon to accommodate up to 27 residents.
Business: Residential Care Home
Deal Features: Acting for the care home, investigating title and reporting to the Bank providing the development finance.
Client Advisers: Ashfords, Exeter
Bank: Natwest
Value: £1,000,000
Finance arranged by: Peter Robinson of Kazlin Commercial Finance

Lawyers: Stephen Harris & Andrew Smith

Lilacs Care Limited

Transaction: Refinancing to expand Lilacs Residential Home to potentially 30 residents, incorporation and asset hive-up of Lilacs Care Limited.
Owner: Patricia Hall
Business: Lilacs Care Limited, Residential Care Home
Deal Features: Acting for the care home, investigating title and reporting to the Bank providing development finance, transferring the business and assets from the owner to a limited company.
Client Advisers: Ashfords, Exeter
Bank: Natwest
Value: £1,160,000
Finance arranged by: Peter Robinson of Kazlin Commercial Finance

Lawyers: Stephen Harris & Andrew Smith

GMO Limited

Transaction: Admission to AIM by way of Placing of GMO Limited a joint venture company between Green Packet, mTouche Technology and OSK Ventures International
Business: Mobile and Wireless Value Added Services in China
Deal Features: Raising £5M new money
Client Advisers: Ashfords (Solicitors to the Company), Corporate Synergy Plc (Nominated Adviser and Broker), Cheang & Ariff (Malaysian Solicitors to the Company)
Other Advisers: Howarth Clark Whitehill LLP (Reporting Accountants) Osborne Clarke (Solicitors to Corporate Synergy Plc)
Price: Market capitalisation at the Placing Price £20M

Lawyer: Simon Rous

Gissons Limited

The Buyer: Gissons Limited
The Vendors: Paul Sandle
The Transaction: Purchase of the business and assets of The Gissons Arms
The Business: Hotel, Restaurant and Public House
Buyer’s Advisers: Ashfords and F & T Consultants Limited
Vendor’s Advisers: Stones Solicitors

Lawyers: Geoff Trobridge and Tim Heal

Elizabeth Bellhouse Projects Limited

The Buyer: Elizabeth Bellhouse Projects Limited
The Vendors: Nigel and Judith Adams
The Transaction: Purchase of the entire issued share capital of Castle Hill House Limited
The Business: Residential Care Home in Bodmin, Cornwall
Buyer’s Advisers: Ashfords and Bishop Fleming
Vendor’s Advisers: Read Law and Robinson Reed Layton

Lawyers: Andrew Smith & Tim Heal

Eden Ventures

Eden Ventures, a Venture Capital Fund, subscription in Secerno Limited, an intelligent security technology company

Lawyers: Andrew Betteridge

Keston Boilers Limited

Vendors: Shareholders of Keston Holdings Limited and Keston Boilers Limited
Buyer: Caradon Plumbing Limited
Transaction: Sale by tender of shares for an undisclosed sum in cash and bank guaranteed Loan Notes
Business: Domestic and commercial boiler manufacture with factory and work force in Romania and headquarters, sales and distribution in the UK
Vendors’ Advisers: Ashfords, Nash Fitzwilliam Limited and Baulf & Co.
Caradon’s Advisers: Clifford Chance, Warburg Pincus and Ernst & Young
Price: Undisclosed (£ tens of millions) in cash and fixed guaranteed Loan Notes.

Lawyers: Simon Rous, Stuart Mathews & Rachael Morgan

The Addington Golf Syndicate Limited

The Transaction: Share Sale of 65.39% holding
The Vendors: Executors of M. R. Fabes
Successful Bidder: Altonwood Limited (Ron Noades)
Features:
* FSMA Circular to Minority Shareholders for Commitment to Join in Sale
* Auction Sale by Tender through Ashfords Virtual Data Room
* General Offer by Bidder to Shareholders
* Compulsory Purchase of Minority
Price: £8.4m.

Lawyers: Simon Rous & Rachael Morgan

Icanplayit Limited

Investment in Icanplayit Limited, a company specialising in the provision of music lessons using video, multimedia and broadband technology.

Lawyers: Andrew Betteridge and Garry Mackay

South West Ventures Fund

South West Ventures Fund, a venture capital fund managed by the YFM Group, investing in Atlas Genetics Limited, a company specialising in the development of point of care DNA diagnostics.

Lawyer: Andrew Betteridge

Parkeon Limited and Parkeon SAS (of France)

UK Legal due diligence elements of refinancing with Allied Irish Bank.

Lawyers:Simon Rous and Rachael Morgan

Alexander Care Limited

Sale of the business and assets of The Uphill Court Nursing Home by Alexander Care Limited.

Lawyers: Tim Heal and Stephen Harris

YFM Venture Finance

YFM Venture Finance Limited, a venture capital fund, investing in ISSEE Limited, the International School for Security and Explosives Education.

Lawyer: Andrew Betteridge

Eden Ventures

Eden One LP, a venture capital fund, investing in Biometric Security Limited, leader in the provision of voice based biometric identity verification solutions (VoiceVault)

Lawyer: Andrew Betteridge

Ivybridge Building Supplies Limited

Transaction: Sale of the entire issued share capital of Ivybridge Building Supplies Limited
Vendors: Sheila and Leonard Scott
Buyer: Wolseley UK Limited
Business: Wholesale Trade
Deal Features: Sale of the entire issued ordinary share capital of a building supply business, private sellers to UK business with national and European interests
Client Advisers: Ashfords, Keane & Co Chartered Accountants
Other Advisers: Eversheds (acting for Buyer)
Price: Undisclosed

Lawyers: Lesley Galvin, Davida Evans, Rhiain Lewis

Centrax Limited

The purchase of certain Tunisian assets from Turbomeca SA (France).

Lawyer: Andrew Betteridge

Viridor Waste Management Limited

Waste PPP with Somerset County Council involving long term services contract and strategic partnering arrangement, provision of a new waste treatment facility and the acquisition of the entire issued share capital of Wyvern Waste Services Limited for £25m.

Lawyers: Mark Lomas & Ruth Murray

Lets Go Travel Limited

Share sale of award winning travel agents with 35 outlets across the South West for an undisclosed sum to Harvey World Travel (UK) Limited and acting on the property aspects of the sale.

Lawyers: Simon Rous, Stuart Mathews, Angus Bauer, Andrew MacMillan-Scott, Colin Wright & Tracyann Tweedie

Airport Direct Travel Limited

Purchase from Lets Go Travel Limited of its Airport Direct Business operating internet sites with holiday and travel information from specific departure airports

Lawyers: Simon Rous, Stuart Mathews and Carl Steele

Eden Ventures

Eden One LP, a Venture Capital Fund, investing in Exabre Limited, an artificial intelligence software company.

Lawyer: Andrew Betteridge

Email Reaction Limited

The sale of the business and assets of Email Reaction Limited, which provides email, SMS, web, RSS and online marketing services, for £1.6m in shares and cash to smartFOCUS Group PLC.

Lawyers: Simon Rous and Andrew Betteridge

Brazz Plc

The Vendor: Brazz plc
The Buyer: Mill House Inns
The Transaction: Sale of the property, assets and goodwill of restaurant at 10/12 Palace Gate, and transfer of employees
The Business: Bar, café and restaurant in Exeter
Vendor's Advisers: Ashfords
Buyer's Advisers: Bond Pearce

Lawyers: Andrew Rothwell and Tracyann Tweedie

Bishop Fleming

Acquisition of Robert Gilderthorp's insolvency practice "Gilderthorps" including an application in the Bristol High Court for the Block Transfer of in excess of 100 appointments.

Lawyers: Alan Bennett, Chloe Minchington and David Pomeroy

Exclusive Ballooning Limited

The sale of the business and assets of Exclusive Ballooning Limited, a hot air balloon business, to Cameron Flights Southern Limited for an undisclosed sum.

Lawyer: Garry Mackay

Avonside Insulation Supplies Limited

Sale of Avonside Insulation Supplies Limited by Richard Stewart Bryan and Michael Fear to Kellaway Building Supplies Limited.

Lawyer: George Wilkinson

Eden Ventures

Eden One LP, a Venture Capital Fund, subscription in Volutio Limited, a software company.

Lawyers: Simon Rous and Andrew Betteridge

Eden Ventures

Eden Ventures, a Venture Capital Fund, refinancing and further subscription in Tribold Limited.

Lawyers: Simon Rous and Andrew Betteridge

Towans Care Limited

Acquisition of the business and assets of The Towans Residential Care Home by Towans Care Limited.

Lawyers: Andrew Smith & Tim Heal

Tenon Recovery

Appointment of Nigel Fox and Carl Jackson as Joint Administrators of Wattson (Shopfitters) Limited. Dealing with urgent issues regarding leasehold breaches involving an onsite auction

Lawyer: Paul Caldicott

4 Ward Focus Limited

Purchase of the entire issued share capital of South West Shopfitters Limited for an undisclosed amount.

Lawyer: Simon Rous

Clearwood Joinery Limited

Acquisition of “Devoran Joinery”, a Cornish joinery business operated by Devoran Joinery Company Limited, by Clearwood Joinery Limited, part of the Rowe group of companies, for an undisclosed sum.

Lawyers: Simon Rous and Andrew Betteridge

Richard J Smith & Co.

Transaction: Application for an Order to Stay the winding up of Export Services Limited (in liquidation) in order to convert from the liquidation to a company voluntary arrangement.

Client Advisers: Ashfords

Referred from: Richard J Smith & Co.
Referred to: Alan Bennett

Completed: 2006
Lawyers: Alan Bennett, Andrew Pay

Ukbw.com Limited

The reorganisation of The Bristol Bathroom Company Limited and The West Country Bathroom and Tile Centre by placing them into the same corporate group structure.

Lawyer: Garry Mackay

CPM Consulting Limited

Buyback of shares from departing employees, in conjunction with general employment advice.

Lawyers: Garry Mackay & Michelle Fox

Eden Ventures

Eden One LP, a Venture Capital Fund, subscription in Software Cellular Network Limited, a software company.

Lawyers: Simon Rous and Andrew Betteridge

Prestoplan Purpose Built Ltd

Acquisition by way of agreement for lease of 94,000 sq ft manufacturing facility to be built by St. Modwen Developments Ltd.
Exchanged: 2005 (completion due late 2006)

Lawyers: Andrew MacMillan-Scott and Andrew Rothwell

Carter Clark

Investigation of a transfer at an undervalue of a bankrupt’s jointly owned property to a family member. A fully contested trial in the Royal Courts of Justice led to a payment in full for creditors.

Lawyers: David Pomeroy and Alan Bennett

Casswells Limited

Acquisition of the issued share capital of Casswells Limited by E.E. Lane & Sons (Holdings) Limited. Casswells also trades as John Hatheralls, Woodrows and Showerland with stores in Salisbury, Midsomer Norton and Chipping Sodbury.

Lawyer: Simon Rous

Bishop Fleming

Transaction: Acquisition of insolvency practice .
Vendors: Robert Gilderthorp
Buyer: Bishop Fleming
Business: Insolovency Practice
Deal Features: an application to the Bristol High Court for the Block Transfer of in excess of 100 appointments.

Client Advisers: Ashfords
Other Advisers: Harris and Harris
Price: Confidential

Referred from: Jerry O'Sullivan
Referred to: Alan Bennett
Completed: 2006
Lawyers: Alan Bennett, David Pomeroy, Chloe Minchington

Chantrey Vellacott DFK

Complex realisation of a Bankrupt's property involving exceptional circumstances and Human Rights arguments. Possession order being upheld on appeal. Case reported [2006] EWHC 282 (Ch)

Lawyers: Alan Bennett and David Pomeroy