Ann: Trading Halt, page-12

So they have sold Elton Consulting to WSP. I'm not sure that is the part of the business I would offload given it had the best prospects but perhaps they needed the cash to reduce debt - CBA might be running the show.

Poor Brian Elton.... left with Veris shares. Lucky he took 2/3rds cash when they bought him out.

Here is the original deal to acquire to compare.

Transaction Terms
Structure  Acquisition of 100% of the shares in Elton Consulting Group Pty Ltd.
Purchase price  Cash: $9.0m payable at completion. The cash consideration will be funded in part from
a drawdown of Veris’ acquisition facility with Commonwealth Bank of Australia.
 Veris shares: $3.0m of Veris shares at an issue price equal to the 5-day pre and 5-day
post announcement volume weighted average price (VWAP). The shares will be subject
to voluntary escrow for two years (to be issued under the company’s 15% capacity in
accordance with ASX Listing Rule 7.1).
 Performance payments: up to $2.0m over two years (up to $1.0m per annum) payable
50% in cash and 50% in Veris shares. The annual payment will be $0.5m if EBITDA is
$2.6m, then $1 for each $1 of EBITDA above $2.6m to a maximum payment of $1.0m
(i.e. maximum performance payment is at $3.1m EBITDA).
 Deferred payments: $1.0m in cash and $1.0m in Veris shares (at 30-day VWAP prior to
issuance) two years after completion.
 Net asset adjustment: a net asset adjustment, subject to Elton having at least $0.4m of
cash at completion.