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The Board of cash shell company Derriston [LON:DERR] has reached agreement on the terms of a transaction to acquire S4 Capital Limited ("S4 Capital"), a newly incorporated company that has recently completed a GBP 51m equity fundraising.

The transaction with S4 Capital constitutes a reverse takeover under the Listing Rules and as a result the Company has requested a suspension of listing of its shares.

Derriston announces proposals for:

· The conditional acquisition of S4 Capital, a newly incorporated company which has recently completed a GBP 51m equity fund raise, of which Sir Martin Sorrell contributed GBP 40m with the balance of the funds coming from institutional and other investors.

· S4 Capital has received substantial non-binding letters of support from a number of its institutional investors indicating that they would, in principle, be willing to provide over GBP 150m of further equity funding to support S4 Capital's acquisition plans.

· The appointment of Sir Martin Sorrell (as Executive Chairman) and Paul Roy and Rupert Faure Walker as non-executive Directors on Completion (subject, in the case of Paul Roy, to his receiving required consents).

· A new corporate strategy to build a multi-national communication services business, initially by acquisitions.

· The acquisition of S4 Capital will result in the issue of 591,967,000 New Ordinary Shares.

· Changing the name of the Company to S4 Capital plc.

Sir Martin Sorrell, Executive Chairman of S4 Capital, said: "S4 Capital is a company that aims to build a multi-national communication services business focused on growth. There are significant opportunities for development in technology, data and content. I look forward to making this happen."

A report by Sky earlier on Wednesday said that Toscafund, Schroders [LON:SDR], RIT Capital Partners [LON:RCP], Miton [LON:MGR] and Lombard Odier were all backing Sorrell’s Derriston venture, with Dowgate Capital expected to join them.