TIDMBUR
RNS Number : 2369J
Burford Capital Limited
15 August 2019
This announcement contains inside information.
15 August 2019
BURFORD CAPITAL ANNOUNCES GOVERNANCE CHANGES
Burford Capital Limited ("Burford Capital" or "Burford" or "the
Company"), the leading global finance and investment management
firm focused on law, today issued the following statement regarding
the evolution of its corporate governance.
Burford's Listing
Burford has made it clear for some time that it is considering
an expansion of its stock market listing and that it is exploring a
dual listing in the US.
Investors have asked for more clarity and granularity around our
plans. Investors have also made it clear that they do not support
Burford remaining solely AIM listed. We have listened and, while we
were already taking action, as reflected in past disclosure, we set
out here our plans and our commitments.
Burford has concluded that it will endeavour to procure a second
listing on either NASDAQ or the NYSE as a first choice. We believe
that the deep liquidity in those markets, as well as the
opportunity to access a broad pool of US investors who do not today
invest in litigation finance but are generally familiar with US
litigation, makes a US listing commercially attractive as an
alternative to moving Burford's current listing to the LSE Main
Market. A US listing would come with applicable disclosure and
governance obligations.
We are in fact already engaged in the early stages of the
process to seek a US listing, and have been since well before
recent events. There are some preliminary legal matters to resolve,
given that there has never been a litigation finance provider
listed in the US, and that process may take several months.
Thereafter, the usual SEC registration statement process will need
to be completed. Our hope would be that we could complete the
process by the end of the first quarter of 2020 or as soon as
reasonably practicable thereafter, although that timetable cannot
be assured.
If we determine that there is an insuperable challenge with
achieving a US listing, then we intend to pursue a premium listing
on the LSE Main Market.
Burford's Board of Directors
Burford's Board is comprised of four directors who have served
in those roles since Burford's IPO in 2009. Collectively, they
represent an enormous wealth of talent and experience both in the
intersection of law and finance, and in the development of the
litigation finance industry, and we believe that they serve the
interests of shareholders well.
However, we have listened and defer to the wishes of our
shareholders and therefore we are taking the following initial
steps with respect to the Board.
We are commencing a formal search to add two new independent
directors to the Board as rapidly as possible.
Once those new directors are in place, we will operate a period
of overlap with the existing directors. Then, David Lowe will leave
the board at the next AGM and Sir Peter Middleton will leave the
board at the following AGM. We also intend that in terms of
management representation, at least the Chief Executive Officer
("CEO") will join the board in due course.
We anticipate further evolution of the Board but the specifics
of that evolution are bound up with the ultimate listing
destination and its governance rules, and we will report further on
the next step in Board evolution as appropriate.
Burford's Chief Financial Officer
Concern has been raised about the fact that Burford's CEO and
Chief Financial Officer ("CFO") are married. We believe that
concern is unjustified given Burford's control structure and
ignores Burford's finance and accounting structure.
Nevertheless, it is clear that investors would prefer an
alternative CFO, and thus Burford announces that, with immediate
effect, Jim Kilman will take on the role of CFO to buttress
confidence in Burford's financial disclosures and to guide the
Company through the change in its listing discussed above. Mr.
Kilman was most recently Vice Chairman of Morgan Stanley Investment
Banking and has spent his career in the specialty finance industry.
Mr. Kilman knows Burford well, having been its principal investment
banker at Morgan Stanley, and has been serving as a senior adviser
to Burford since his departure from Morgan Stanley in 2016 among
numerous other activities. Mr. Kilman has agreed to serve for up to
two years as CFO and the Board, once reconstituted as discussed
above, will take up succession planning for the CFO role as a
priority.
Charles Utley will continue to serve as Burford's Chief
Accounting Officer. Mr. Utley is an English accountant with a
long-standing career, most recently from Barclays, where he spent
11 years in senior technical accounting roles including with
respect to the valuation of illiquid assets and before that spent
eight years at PwC, and he has key involvement in the preparation
of Burford's accounts (including its investment valuation process)
and engagement with Burford's auditors.
Ms. O'Connell will become Burford's Chief Strategy Officer so
that Burford can continue to benefit from her long and deep
knowledge of the business and the Board expresses its gratitude to
her for her service and her flexibility. Ms. O'Connell will be
fully available to assist Mr. Kilman as he assumes the CFO
role.
Sir Peter Middleton GCB, Chairman of Burford, commented:
"Companies are owned by their shareholders, and when the
shareholders speak, it is the role of boards and management to
listen. While we may take a different view on some of these points,
shareholders have clearly spoken and we have listened, just as
Burford has throughout its existence. We trust that these
governance enhancements operate to bolster investor confidence in
Burford as it enters its next era of growth and success."
The person responsible for arranging for the release of this
announcement on behalf of the Company is Christopher Bogart, Chief
Executive Officer.
For further information, please contact:
Burford Capital Limited
Christopher Bogart, Chief Executive Officer +1 212 235 6825
Macquarie Capital (Europe) Limited - NOMAD +44 (0)20 3037
and Joint Broker 2000
Jonny Allison
Alex Reynolds
+44 (0)20 3100
Liberum Capital Limited - Joint Broker 2222
Richard Crawley
Jamie Richards
+44 (0)20 7260
Numis Securities Limited - Joint Broker 1000
Charlie Farquhar
Jonathan Abbott
Montfort Communications Limited - Financial +44 (0)20 3770
Communications 7908
Robert Bailhache - email
About Burford Capital
Burford Capital is the leading global finance and investment
management firm focused on law. Its businesses include litigation
finance and risk management, asset recovery and a wide range of
legal finance and advisory activities. Burford is publicly traded
on the London Stock Exchange, and it works with law firms and
clients around the world from its principal offices in New York,
London, Chicago, Washington, Singapore and Sydney.
For more information about Burford: www.burfordcapital.com
This release does not constitute an offer of any Burford fund.
Burford Capital Investment Management LLC ("BCIM"), which acts as
the fund manager of all Burford funds, is registered as an
investment adviser with the U.S. Securities and Exchange
Commission. The information provided herein is for informational
purposes only. Past performance is not indicative of future
results. The information contained herein is not, and should not be
construed as, an offer to sell or the solicitation of an offer to
buy any securities (including, without limitation, interests or
shares in the funds). Any such offer or solicitation may be made
only by means of a final confidential Private Placement Memorandum
and other offering documents.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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