BNN Bnn Technology

TIDMBNN

RNS Number : 3920U

BNN Technology PLC

24 October 2017

24 October 2017

BNN Technology plc

("BNN Technology", the "Company" and, together with its subsidiaries and entities that are controlled by the Company, the "Group")

Update and Directorate Change

Further to the Company's recent announcements, the independent committee of the board of directors of the Company (the "Board") (being Harry Keiley and Lord Mancroft) (the "Independent Committee") is pleased to announce that it has now received and considered a report prepared by PwC (the "PwC Report"), which was appointed by the Independent Committee on 8 September 2017 to undertake an investigation into allegations referred to in the previous announcement of 4 September 2017.

The PwC Report contains a number of recommended actions for the Independent Committee to undertake. These recommendations are largely focused around the remediation of a number of issues connected to corporate governance, culture and compliance. It is the Independent Committee's intention to implement all of these recommendations as soon as is practicable.

The Independent Committee's first initiatives are as follows:

Mr Darren Mercer

The Independent Committee is also pleased to announce that the suspension of Darren Mercer as an employee of the Group has been lifted. As part of this action, Mr Mercer has, by mutual agreement, resigned from his role as Chief Executive Officer and a director on the Board, and instead has taken up a new position of Director of Strategic Partnerships and Business Development, a role which will be primarily based in Hong Kong. This role will enable Mr Mercer to focus on his key commercial strengths which the Independent Committee considers will provide significant benefits to the Group.

Mr Mercer will not be reappointed to the Board at this time.

It has been agreed by Mr Mercer and the Independent Committee that Mr Mercer will pay off the outstanding loan in existence between him and the Company by 31 December 2017.

Mr Wei Qi

With the full support of the Independent Committee and the Company's advisers, Mr Wei has been reinstated in his role as China CEO with immediate effect. The Board is delighted that Mr Wei has agreed to recommence his work in this role immediately and the Independent Committee looks forward to him once again driving BNN's business forward in China.

Mr Wei will not be reappointed to the Board at this time, but it is anticipated that he will re-join a reconstituted, strengthened Board in due course.

The Board would like to take this opportunity to thank Mr Wei and Mr Mercer for their co-operation during this difficult time.

Interim CFO

The Independent Committee expects to announce the appointment of an Interim CFO in the near future, with a view to the candidate becoming CFO and joining the Board in due course.

Additional Appointments

The Independent Committee has instigated a comprehensive process to identify and appoint a new CEO and is, as well, in discussions with a number of potential non-executive and additional executive director candidates. It is working with its advisers to ensure appropriate Board and executive team composition and the strengthening of the controls environment and governance procedures, and looks forward to making further announcements in due course.

Chairman of BNN Technology, Harry Keiley, said: "We have accepted PwC's findings in full and will implement all of their recommendations to improve the governance and culture within BNN.

"The Board was already aware of certain issues and was already in the process of addressing them prior to receiving the allegations referred to in the announcement of 4 September 2017. The PwC Report has only increased the urgency of that process even further. We are pleased to welcome Mr. Wei back to his role as CEO of our China business and are confident that Mr Mercer will generate substantial benefits for the business in his new role overseeing Strategic Partnerships and Business Development. In the meantime, BNN is committed to strengthening its Board and putting in place processes to ensure that the best standards of governance and corporate culture are always adhered to.

"We are grateful to our shareholders for their ongoing support and patience during this challenging time. We are working as hard as possible to reorganise the Board, prepare BNN for its next phase of growth and return the Company's shares to trading on AIM."

The shares remain suspended until the Company has announced its new constituted board and executive management.

This Announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014 ("MAR").

ENDS

For further information, please contact:

 
                                          +44 (0) 156 587 
 BNN Technology plc                                  2990 
   Harry Keiley / Lord Mancroft 
    (Independent Committee) 
 
 Tavistock Communications (Financial      +44 (0) 207 920 
  PR)                                                3150 
   Jos Simson / Jeremy Carey 
 
   Strand Hanson Limited (Nominated       +44 (0) 20 7409 
   & Financial Adviser)                              3494 
   Simon Raggett / James Spinney 
    / Ritchie Balmer 
 
    Mirabaud Securities Limited 
    (Broker)                              +44 (0) 20 7878 
    Peter Krens                                      3362 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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