TIDMRBGP
RNS Number : 6346H
RBG Holdings PLC
31 July 2023
31 July 2023
RBG Holdings plc
("the "Group", or the "Company")
Ian Rosenblatt appointed as an Executive Director
RBG Holdings plc (AIM: RBGP), the legal and professional
services group, announces that Ian Rosenblatt OBE has agreed to
join the Board as an Executive Director. He will be Vice Chair of
the Board with a focus on strategy.
Ian founded the law firm Rosenblatt in 1989 and was its Senior
Partner until 2016. He is both the Group's largest shareholder and
individual revenue generator.
As stated in the Group's announcement of 22 June 2023, it is the
Board's intention to recruit an additional independent
Non-Executive Director. That process is ongoing.
Five Year Agreement with Ian Rosenblatt
In addition to his appointment to the Board, the Company is
delighted to confirm that it has secured a further five years in
the long-term commitment of Ian Rosenblatt. He has agreed to an
extension to his restrictive covenants which expired in May of the
current financial year. In consideration of this arrangement, Mr
Rosenblatt will be paid a total of GBP2.5 million in monthly
instalments over the five-year period of the restrictive covenants.
There are no other changes to his compensation arrangements.
The above arrangement is classified as a related party
transaction under the AIM Rules for Companies. The Independent
Directors [1] consider, having consulted with Singers Capital
Markets as Nominated Adviser, that the terms of the agreement are
fair and reasonable, insofar as shareholders are concerned.
Ian Rosenblatt, Executive Vice Chair of RBG Holdings, said: "RBG
Holdings lost focus and direction under the previous executive
management team. Now with the disposal of LionFish and the
significant overhang on our share register removed, I have absolute
confidence we can return the Group to a valuation that reflects its
true potential. As the Group's largest shareholder, my interests
are aligned with all other stakeholders, and I am fully committed
to achieving this. That is my motivation for accepting the
invitation to join the Board and the reason why I was happy to
extend my restrictive covenants for five years. I look forward to
working with the new executive team who have my full support. I
thank them for their hard work to refocus the Group since their
appointments."
Marianne Ismail, Non-Executive Chair, RBG Holdings, added: "We
are pleased that Ian has accepted our invitation to join the Board,
and welcome his focus on the Group's strategy."
Jon Divers, CEO, RBG Holdings added: " The appointment of Ian
means we are taking the business back to its roots. His presence on
the Board will greatly assist in driving the Group's strategy. I am
excited to be collaborating with him on the next chapter of our
journey as we concentrate on growth."
About the New Director
Save as set out below, there is no further information to be
disclosed in respect of Ian Rosenblatt under Schedule 2(g) of the
AIM Rules.
Ian Isaac Rosenblatt (aged 63):
Current Directorships and Previous Directorships and
Partnerships partnerships (within the last
five years)
Les Aldrich Music Limited Ronagold Limited
12 Kings Avenue (Management) Simco Limited
Limited Star Receivables Limited
Syco Entertainment Limited Support Trustee Limited
Syco Holdings Limited Roslake Farms LLP
Maidmetal Limited
Over The Top Productions Limited
Syco Touring Limited
Unit 2 Music Ltd
Cherwell Films LLP
-------------------------------
Mr Rosenblatt was an LLP Designated Member of Programmed Planned
Exit LLP which entered creditors' liquidation in September 2016 and
was then dissolved on 10 November 2022. Total claims made by
unsecured creditors in relation to the liquidation were
GBP1,194,462.56 and a sum in excess of this amount was paid to the
liquidators. As a result of liquidation fees incurred, at the
direction of the principal creditor, total distributions paid to
unsecured creditors equalled 81.14p in the GBP.
As at the date of this announcement, Ian Rosenblatt owns
16,911,214 ordinary shares in the Group (or 17.74% of issued share
capital)(2).
(1)Tania MacLeod is deemed to be acting in concert with Ian
Rosenblatt under the definition of the Takeover Code. The Board
does not, therefore, consider her to be independent for the
purposes of determining the fair and reasonableness of the related
party transaction.
(2)These shares are pledged to Julius Baer pursuant to a
personal loan.
Enquiries:
RBG Holdings plc Via SEC Newgate
Jon Divers, Chief Executive Officer
Singer Capital Markets (Nomad and Broker) Tel: +44 (0)20 7496 3000
Rick Thompson / Alex Bond / James Fischer
(Corporate Finance)
Tom Salvesen (Corporate Broking)
SEC Newgate (for media/analyst enquiries) Tel: +44 ( 0)7970 664807
Molly Gretton rbg@secnewgate.co.uk
About RBG Holdings plc
RBG Holdings plc is a legal services and professional services
group, which comprises three core brands:
Rosenblatt
Rosenblatt is one of the UK's pioneering legal practices and a
leader in dispute resolution. Rosenblatt provides a range of legal
services to its diversified client base, which includes companies,
banks, entrepreneurs and individuals. Complementing this is
Rosenblatt's increasingly international footprint, advising on
complex cross-jurisdictional disputes.
Memery Crystal
Memery Crystal offers legal services in a range of areas such as
corporate (including a market-leading corporate finance offering),
real estate, commercial, IP & technology (CIPT), banking &
finance, tax & wealth structuring and employment. Memery
Crystal offers a partner-led service to a broad range of clients,
from multinational companies, financial institutions and
owner-managed businesses to individual entrepreneurs.
Convex Capital Limited
Convex Capital is a specialist sell-side M&A boutique based
in Manchester. Convex Capital is entirely focused on helping
companies, particularly owner-managed and entrepreneurial
businesses, realise their value through sales to large corporates.
Convex Capital identifies and proactively targets firms that it
believes represent attractive acquisition opportunities.
Further information is available at: www.rbgholdings.com
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