Board and Offer Update
March 18 2008 - 9:33AM
UK Regulatory
RNS Number:3793Q
Entertainment Rights PLC
18 March 2008
Entertainment Rights plc
(the "Company")
Appointment of Chief Executive
Offer Update
Appointment of Chief Executive
The Company is pleased to announce the appointment of Nick Phillips as the
Company's new Chief Executive Officer with immediate effect. The Company also
announces the departure of Michael Heap, the Company's former Chief Executive
Officer, who has resigned as a director of the Company in order to pursue other
interests.
Nick Phillips (44) has spent his entire career in the media sector and was
previously Chairman and Chief Executive Officer of Warner Music UK Limited.
Prior to this, Nick served as Managing Director and Chairman of Universal Music
UK Limited and has a track record of achievement throughout his distinguished
career. He has also served on the board of the British Phonographic Industry and
is currently a non-executive director of I Media-Cast, a Monaco based company,
and Edge Group Limited. No information is required to be disclosed pursuant to
Listing Rule 9.6.13.
Offer update
Further to its announcement on 21 January 2008, the Company confirms that it has
received a number of approaches and is currently in very preliminary talks with
two interested parties which may or may not lead to an offer being made for the
Company. The Company reiterates that there can be no certainty that any offer
for the Company, if made, will be at a level which would receive sufficient
support from shareholders.
Preliminary announcement of results
In light of the above, the Company will release its preliminary announcement of
results for the year ended 31 December 2007 during the week commencing 7 April
2008. The Board anticipates that these results will be in line with current
expectations.
Rod Bransgrove, Chairman of the Company, commented:
"There is no certainty that an acceptable offer will be made for the Company and
the Board remains cognizant of its ongoing fiduciary responsibilities to the
Company's shareholders. The decision to appoint Nick Phillips as Chief Executive
has been taken to ensure that the Company maintains an absolute focus on
delivering shareholder value and in re-establishing shareholder confidence.
In Nick Phillips, we have selected a Chief Executive with a wealth of high level
experience of the media sector and who can provide the leadership qualities and
management skills required to develop and enhance the Company's global presence
as a major media company. We are delighted to welcome him to the Board.
We should like to thank Mike Heap for his significant contribution to the
Company's development during his nine years as Chief Executive and we wish him
every success in the future."
Mike Heap added:
"I have thoroughly enjoyed my nine years as Chief Executive of Entertainment
Rights and wish the Company and its dedicated staff every success in the
future."
Enquiries:
Entertainment Rights PLC Tel: +44 (0) 20 8762 6200
Elizabeth Gaines, Chief Finance & Operations Director
Altium Capital Limited Tel: +44 (0) 20 7484 4040
Phil Adams
Tim Richardson
Bell Pottinger Corporate and Financial Tel: +44 (0) 20 7861 3232
David Rydell
Amy Rajendran
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers
(the 'Code'), if any person is, or becomes, 'interested'
(directly or indirectly) in 1% or more of any class of 'relevant securities' of
the Company, all 'dealings' in any 'relevant securities' of the Company
(including by means of an option in respect of, or a derivative referenced to,
any such 'relevant securities') must be publicly disclosed by no later than
3.30pm (London time) on the London business day following the date of the
relevant transaction. This requirement will continue until the date on
which any offer becomes, or is declared, unconditional as to acceptances,
lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire an 'interest' in 'relevant securities'
of the Company, they will be deemed to be a single person for the purpose of
Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant
securities' of the Company by an offeror or the Company, or by any of their
respective 'associates', must be disclosed by no later than 12.00 noon
(London time) on the London business day following the date of the relevant
transaction.
A disclosure table, giving details of the companies in whose
'relevant securities' 'dealings' should be disclosed, and the number of such
securities in issue, can be found on the Takeover Panel's website at
www.thetakeoverpanel.org.uk.
'Interests in securities' arise, in summary, when a person has a long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an 'interest'
by virtue of the ownership or control of securities, or by virtue of any option
in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Code, which can also be found on the
Panel's website. If you are in any doubt as to whether or not you are required
to disclose a 'dealing' under Rule 8, you should consult the Panel.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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