REG - Facilities by ADF - Board Changes
13/02/2025 07:00
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RNS Number : 9235W Facilities by ADF plc 13 February 2025
13 February 2025
Facilities by ADF plc
("Facilities by ADF", "ADF", the "Company" or the "Group")
Board Changes
Facilities by ADF, the leading provider of premium serviced production
facilities to the UK film and high-end television industry ("HETV"), today
announces the following changes to the Company's Board of Directors.
Since joining the Facilities by ADF business as Chairman in 2018, John
Richards has led ADF through its admission to trading on AIM in January 2022
and has since overseen the Group's two strategic acquisitions. Following the
completion of the successful integration of Autotrak, the Company's September
2024 acquisition, John has informed the Company of his decision to step down
as Non-Executive Chairman of the Company in order to focus on his other
directorships and business interests.
The Company is pleased to announce the appointment of Russell Down to succeed
John Richards as Non-Executive Chairman of the Group with effect from 13
February 2025.
Russell is an experienced executive with Board experience in the UK and
internationally. He was the Chief Executive of Speedy Hire plc, the UK's
leading tools and equipment hire services business, for seven years from July
2015. Prior to joining Speedy Hire, he was the Group Finance Director at Hyder
Consulting plc, a multinational design and engineering consultancy. Russell is
a member of the Institute of Chartered Accountants in England and Wales.
The Company is also pleased to announce the appointment of Mark Adams as a
Non-Executive Director of the Company with immediate effect. Mark Adams will
also serve as Chair of the Company's Audit & Risk Committee, succeeding
Vinodha Wijeratne who has acted as a director of the Company since IPO, and
who has stepped down as a director of the Company with immediate effect.
Mark has over 30 years' experience of working in senior finance roles across a
variety of sectors. He has spent significant time with listed UK companies,
with his most recent executive role as Group Finance Director of Marlowe plc,
a leader in business-critical assurance services in the commercial and
industrial sectors. Prior to joining Marlowe, Mark held senior financial and
board level roles at a number of businesses, including Stobart Group Limited,
Pets at Home Group plc, and easyJet plc.
Mark is currently a Non-Executive Director and Chair-elect at Venture Life
Group plc and a Non-Executive Director and Audit Committee Chair at One Media
iP Group plc.
Alexandra Innes, Senior Independent Non-Executive Director, commented:
"I would like to thank John and Vin for their significant contribution to the
Company. As Chairman, John has overseen ADF's transition to being a public
company and has been influential in the growth of the business from c.£12.6
million of revenues in 2018 to c.£35.0 million of revenues in 2024. John and
Vin leave ADF well placed for the next phase of its growth, and we wish them
every success with their other ventures.
"We welcome Russell and Mark to the Board. Their experience will add
significant value to the benefit of the Company and Shareholders. We look
forward to working with them at this exciting point in the Company's growth."
Russell Down, Non-Executive Chairman, commented:
"I am delighted to be assuming the role of Chairman at Facilities by ADF at
this exciting stage in the Company's development. I am looking forward to
working with the Board to build on the progress made to date and deliver value
for our customers and stakeholders."
Related Party Transaction
As disclosed in the Company's AIM admission document, an unsecured interest
free loan of up to £350,000 between the Company (as lender) and John Richards
dated 3 December 2021 (the "Loan") is due for repayment on the sale of any of
the ordinary shares in the Company held by Mr. Richards and otherwise earlier
of 5 January 2027 or on his stepping down as a director of the Company. The
Loan was drawn down in an amount of £306,684 and this amount remains
outstanding under the Loan. On 12 February 2025, following consultation with
the Company's largest shareholders, the Company entered into a Loan amendment
with Mr. Richards such that the Loan is now repayable on the earlier of the
sale of any of the ordinary shares in the Company held by Mr. Richards or 5
January 2027 (the "Loan Amendment").
The independent directors of the Company at 12 February 2025 (being Alexandra
Innes, Jo Goodson, Marsden Proctor and Neil Evans) consider, having consulted
with the Company's nominated adviser, that the terms of the Loan Amendment are
fair and reasonable insofar as the Company's shareholders are concerned.
For further enquiries:
Facilities by ADF plc via Alma
Marsden Proctor, Chief Executive Officer
Neil Evans, Chief Financial Officer
Cavendish Capital Markets (Nomad and Broker) Tel: +44 (0)20 7220 0500
Ben Jeynes / George Lawson / Hamish Waller - Corporate Finance
Michael Johnson / Sunila de Silva / George Budd - Sales / ECM
Alma Strategic Communications Tel: +44 (0)20 3405 0205
Josh Royston facilitiesbyadf@almastrategic.com
Hannah Campbell
Sarah Peters
The directorships and partnerships currently held by Russell Peter Down, aged
59, and over the five years preceding the date of his appointment, are as
follows:
Current directorships / partnerships Previous directorships / partnerships
One Can Trust Ltd Allen Contracts Ltd
Prospects Training International Limited* Allen Investments Limited
Bucks Access Rentals Ltd
Chestview (North East) Limited
Crewe Plant Hire Limited
Drain Technology (1985) Limited
Drain Technology Limited
Geason Apprenticeships Limited
Geason Holdings Limited
Hire-A-Tool Limited
Ian Kilpatrick Limited
Lifterz (Scot) Limited
Lifterz Holdings Limited
Lifterz Limited
OHP Limited
Platform Sales & Hire Limited
Prolift Access Limited
Rail Hire (Uk) Ltd.
SHH 501 Limited
Speedy Asset Leasing Limited
Speedy Asset Services Limited
Speedy Engineering Services Limited
Speedy Hire (Ireland) Limited
Speedy Hire (Uk) Limited
Speedy Hire Centres (Midlands) Limited
Speedy Hire Centres Limited
Speedy Hire Direct Ltd
Speedy Hire Plc
Speedy Industrial Services Limited
Speedy International Asset Services (Holdings) Limited
Speedy International Leasing Limited
Speedy LCH Generators Limited
Speedy LGH Limited
Speedy Lifting Limited
Speedy Plant Hire Ltd.
Speedy Power Limited
Speedy Pumps Limited
Speedy Rail Services Limited
Speedy Safemaker Limited
Speedy Services Limited
Speedy Space Ltd.
Speedy Support Services Limited
Speedy Survey Limited
Speedy Transport Limited
Speedyloo Limited
Stockton Investments (North East) Limited
Tidy Group Limited
Turner & Hickman Limited
* Russell Down is currently a director of Prospects Training International
Limited, which appointed liquidators on 22 February 2022.
The directorships and partnerships currently held by Mark Andrew Adams, aged
58, and over the five years preceding the date of his appointment, are as
follows:
Current directorships / partnerships Previous directorships / partnerships
Cotterill Drainage Limited 4D Monitoring Limited
Development Media International Associates C.I.C. Advance Environmental Limited
DMI Network Agriteck Solutions Limited
One Media IP Group plc Alarm Communication Limited
Redlotus Services Limited Aquatreat Chemical Products Limited
Venture Life Group Plc Aquatreat Group Limited
Atana Ltd
Barbour EHS Limited
Black & Banton Occupational and Physical Health Limited
Business HR Solutions (Consultancy) Limited
Caritas Group Limited
Caritas Limited
Clearwater Group Limited
Clearwater Technology Ltd
Connect Monitoring Ltd
Core Stream Ltd
CQC Compliance Limited
Cylix Limited
Dcuk (FM) Limited
Deltanet International Limited
Deminos Consulting Ltd
DS Drinks Ltd
Ductclean (UK) Limited
Elogbooks Facilities Management Limited
Elogbooks Facilities Services Ltd
ESP Law Limited
ESP Safeguard Limited
Essential Safety Limited
Essentialskillz Limited
Eurosafe Plus Limited
Eurosafe UK (Cdm Services) Limited
Eurosafe UK Group Limited
Eurosafe UK Ltd
Fire & Security (Group) Limited
Fire Alarm Fabrication Services (South) Limited
Fire Alarm Fabrication Services Limited
FSE Fire & Security Limited
FSE Security Systems Ltd
FSE Sprinklers & Risers Limited
G.P.C.S Limited
Guardian Water Treatment Ltd
Hadrian Technology Limited
Healthwork Group Limited
Hentland Limited
HR Solver Limited
Hydro-X Air Limited
Hydro-X Engineering Limited
Hydro-X Group Limited
Hydro-X Training Limited
Hydro-X Water Treatment Limited
Integral Occupational Health Ltd.
Island Fire Protection Limited
Kingfisher Environmental Services Limited
Law At Work (Holdings) Limited
Law At Work (IS) Ltd
Law At Work Empire Limited
Law At Work Limited
Managed Occupational Health Limited
Marlowe 2016 Limited
Marlowe Fire & Security (BBC) Limited
Marlowe Fire & Security Group Limited
Marlowe Fire & Security Limited
Marlowe Kitchen Fire Suppression Limited
Marlowe plc
MOH Limited
Morgan Fire Protection Limited
Nestor Business Consulting Limited
Network Of Staff Supporters Limited
Nile Holdco Limited
N-OV8 Group Limited
Quantum Risk Management Ltd.
Santia Access Solutions Limited
Santia Asbestos Management Limited
Santia Construction Management Limited
Santia Holdings Limited
Santia Limited
Skill Boosters Limited
Solve HR Limited
Sterling Hydrotech Holdings Limited
Sterling Hydrotech Limited
TCAT Limited
Tersus Consultancy Limited
Tersus Training Services Ltd
The Employment Services Partnership Limited
The HR Services Partnership Limited
Vantify Facilities Management Limited
Vantify Limited
Vinci Legal Limited
WCS Environmental Engineering Ltd
WCS Environmental Limited
WCS Environmental South East Ltd
WCS Services Invicta Limited
WCS Services Limited
William Martin 2018 Limited
William Martin Compliance Limited
Worknest (Holdings) Limited
Worknest Limited
Wrightway Health Limited
Youmanage HR Ltd
Neither Russell Down nor Mark Adams own any ordinary shares or options over
ordinary shares in the Company.
The information contained within this announcement is deemed to constitute inside information as stipulated under the retained EU law version of the Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK law by virtue of the European Union (Withdrawal) Act 2018. The information is disclosed in accordance with Cavendish's obligations under Article 17 of the UK MAR. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
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