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REG - RBG Holdings PLC - Board Changes and Notice of Results

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RNS Number : 8706R  RBG Holdings PLC  03 March 2023

3 March 2023

 

RBG Holdings plc

("RBG" or "the Group")

Board Changes and Notice of Results

Further to its announcement on 31 January 2023, the Board of RBG Holdings plc
(AIM: RBGP), the legal and professional services group, is pleased to confirm
that the following individuals have today been appointed to the Group Board:

·    Jon Divers - Chief Executive Officer

·    Tania MacLeod - Executive Director

·    Nick Davis - Executive Director

(together, the "New Directors").

Commenting on the confirmation of the appointments, Marianne Ismail,
Non-Executive Director, said:

"The appointment of these executives to the Board marks an important
inflection point for the Group and the executive members of the Board are now
more closely aligned with those who deliver revenue and drive growth.

"Jon has already demonstrated an excellent ability to lead and manage the
business in his role as COO of the Group and we look forward to him taking a
more market focussed role. Nick brings a wealth of experience in law firm
management and on AIM related matters and will help guide the Board in respect
of its legal growth strategy and market responsibilities.  Tania is the
Group's longest serving partner and has a high degree of familiarity with the
Group from both a commercial and management perspective.  The benefits of
these changes are already being felt across the business."

For the avoidance of doubt, the Non-Executive Board remains unchanged. The
Board now comprises four Executive and four Non-Executive Directors.

 

Notice of Results

The Company will announce its results for the year ended 31 December 2022 on
26 April 2023. As stated in the announcement on 31 January 2023, unaudited
FY22 revenue, adjusted EBITDA and adjusted operating profit are expected to be
in line with consensus market expectations(()(1))  and the Group intends to
pay a second interim dividend for the twelve months to 31 December 2022 which
will be announced on 26 April 2023.

 

About the New Directors

Save as set out below, there is no further information to be disclosed in
respect of Jon Divers, Nick Davis and Tania MacLeod under Schedule 2(g) of the
AIM Rules.

Jon Divers joined RBG Legal Services in February 2022 as Chief Operating
Officer. Prior to this role in Professional Services, Jon held a variety of
senior management and Managing Director roles in the transport and logistics
sector. He has a strong focus on organic revenue growth and margin through
cost control and believes all businesses have an opportunity for improved
efficiency.

Jon's background in industry has given him a broad range of experience working
with international and time sensitive supply chains, union wage negotiations
and demanding clients. Jon has already demonstrated that these commercial
skills transfer well into Professional Services as a sector that is
transforming and changing rapidly.

Nick Davis is a qualified lawyer with over 20 years of experience in practice.
Nick was CEO of Memery Crystal LLP (trading as MC Partners LLP or "Memery
Crystal") at the time of its acquisition by the Group in May 2021. Nick joined
Memery Crystal in 2000 and specialises in corporate finance with expertise in
IPOs, equity capital markets and mergers & acquisitions. Nick sits on the
AIM Advisory Group of the London Stock Exchange, a group that provides input
and advises on matters affecting the operation and regulation of AIM. Nick was
previously a Non-Executive Director of AIM Listed Shanta Gold Limited between
2012 and 2014, and a Director of a subsidiary of The Supreme Cannabis Company
listed on the TSX.

Tania MacLeod is a qualified lawyer who trained at, and in 1997 became a
partner in, Rosenblatt Solicitors. In 2018, the business of Rosenblatt
Solicitors was acquired by Rosenblatt Limited, which was subsequently acquired
by Rosenblatt Group plc (now RBG Holdings plc) as part of its IPO and
admission to AIM. Tania will continue in a fee earning capacity as Senior
Partner of Rosenblatt and Head of Dispute Resolution, titles which she will
retain upon her appointment to the Group Board.

The following disclosures are required regarding the appointment of the New
Directors pursuant to Schedule 2(g) of the AIM Rules for Companies ("AIM
Rules"):

Jonathan William Divers (aged 52):

 Current Directorships and Partnerships  Previous Directorships and Partnerships (within the last five years)
                                         Midlands Truck & Van Limited

 

As at the date of this announcement, Jon Divers does not hold any ordinary
shares in the Group.

Nicholas Leon Davis (aged 51):

 Current Directorships and Partnerships  Previous Directorships and Partnerships (within the last five years)
 Battlers Mews Limited                   Battlers Investments Limited

 MC Partners LLP                         RBG Legal Services Limited

 Olivia's Vision                         Supreme Heights Limited

 

As at the date of this announcement, Nick Davis owns 1,100,674 ordinary shares
in the Group (or 1.15% of issued share capital).

Tania Jacqueline MacLeod (née Baldwin) (aged 55):

 Current Directorships and Partnerships  Previous Directorships and partnerships (within the last five years)
                                         Programmed Planned Exit LLP

                                         RBL Law Limited

 

Mrs MacLeod 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 £1,194,462.56 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 £.

As at the date of this announcement, Tania MacLeod owns 1,305,044 ordinary
shares in the Group (or 1.37% of issued share capital).

- Ends -

Enquiries:

 RBG Holdings plc                                                 Via SEC Newgate
 Marianne Ismail, Deputy Chair

 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 enquiries)                               Tel: +44 (0)7540 106366
 Tali Robinson, Robin Tozer                                      rbg@secnewgate.co.uk (mailto:rbg@secnewgate.co.uk)

 

Notes to Editors

·    (()(1)) RBG understands that consensus market expectations for the
year ended 31 December 2022 are for revenues of £49.5 million, Adj. EBITDA of
£11.2 million and Adj. PBT of £6.9 million (Source: FactSet)

About RBG Holdings plc

·    Further information is available on RBG Holdings plc's website
(https://www.rbgholdings.co.uk/)

·    Follow RBG Holdings on LinkedIn
(https://www.linkedin.com/company/rbg-holdings-plc/)

 

 

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