REG - SysGroup PLC - Board Changes

SysGroupAnnouncement

26/05/2023 07:00

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RNS Number : 7369A  SysGroup PLC  26 May 2023

26 May 2023

 

SysGroup plc

 

("SysGroup" or the "Company")

 

Board Changes, related party transactions and confirmation of trading position

 

SysGroup plc (AIM:SYS), the multi award-winning technology solutions
provider, announces the following changes to its Board of Directors.

 

Board Changes

After nine successful years, Adam Binks has notified the Board of his
intention to step down from his role as Chief Executive Officer and the Board.
Adam will step down from the Board immediately following the announcement of
the Group's full year results for the year ended 31 March 2023 ("FY23
Results") on 26 June 2023.

 

Adam has played a pivotal role in leading SysGroup's transformation to an
award-winning technology solutions provider successfully executing 5
acquisitions and growing the Group's revenue from £8 million to over £20
million during his tenure. Adam has agreed to remain as a consultant to the
Company for a period of six months to ensure the orderly and smooth transition
of his responsibilities.

 

Heejae Chae will join the Board as Executive Chairman following announcement
of the Company's FY23 Results and will take day-to-day responsibility for the
running of the Company. Heejae's appointment is subject to regulatory approval
and a further announcement will be made in due course. Heejae was previously
Group Chief Executive Officer of Scapa Group plc and Volex Group plc. He is
currently the Chairman of the Remuneration Committee at IP Group plc. On
Heejae's appointment to the Board, Michael Edelson will step down to become a
Non-Executive Director. Michael Edelson has notified the Board that he will
subsequently retire from the Board following the Company's next AGM, due to be
held in September 2023.

 

Confirmation of Trading Position

The Board reconfirms the trading guidance provided in its announcement on 17
April 2023 and remains on track for publication of its results for the year
ended 31 March 2023 on 26 June 2023.

 

Related Party Transactions

In respect of Adam Binks' departure, the Board has agreed that the 826,394
unvested options granted to Adam Binks under the Company's 2020 LTIP Scheme
may vest with immediate effect with all restrictions on all his options
waived.  Adam Binks has agreed to immediately exercise all his options
granted under the 2018 and 2020 LTIP schemes, totalling 2,076,394 ordinary
shares of 1p each ("Ordinary Shares"). Adam Binks has further agreed to sell,
and the Company has agreed to buy, a total of 2,076,394 Ordinary Shares at a
price of £0.375 per Ordinary Share. The Company will hold these Ordinary
Shares in treasury to satisfy the exercise of future share options under
SysGroup's share incentive schemes.

 

The Remuneration Committee has agreed that the 482,235 unvested options
granted to Martin Audcent, the Company's Chief Financial Officer, under the
Company's 2020 LTIP Scheme may vest with immediate effect with all
restrictions on all his options waived.

 

The above arrangements constitute related party transactions under the AIM
Rules for Companies ("AIM Rules") (the "Related Party Transaction"). The
independent directors of the Company, being the non-executive directors,
consider, having consulted with Liberum Capital, the Company's nominated
adviser, that the terms of the Related Party Transaction are fair and
reasonable insofar as shareholders of the Company are concerned.

 

Michael Edelson, Non-Executive Chairman commented:

"On behalf of the Board I would like to thank Adam for his unswerving
commitment during his tenure at SysGroup. He has demonstrated excellent
leadership through extremely challenging times, especially through recent
events and his experience and knowledge of both the technology sector and
capital markets has proved invaluable. I know I speak for all stakeholders by
wishing him well for the future. The Board is grateful for Adam's work these
past nine years."

 

"For me, whilst I am sad to be stepping down from the board of SysGroup, I am
confident that now is the right time to step aside having been chair of the
Company since its admission to trading on AIM in 2013 and wish Heejae the best
of luck with the position of Executive Chairman."

 

Adam Binks, Chief Executive Officer, commented:

"I've thoroughly enjoyed my tenure at SysGroup, the last 5 years of which as
CEO. Together with the team, we have built a solid business which can be used
to bolt-on further acquisitions and continue to grow organically and I am
looking forward to seeing SysGroup go through its next stage of growth under
Heejae's leadership.

 

"Finally, I would like to personally thank all of my board colleagues, the
shareholders and the wider SysGroup team for their continued support over the
years."

 

 

 For further information please contact:


 SysGroup plc                              Tel: 0151 559 1777

 Adam Binks, Chief Executive Officer

 Martin Audcent, Chief Financial Officer

 Liberum (Nomad and Broker)                Tel: 0203 100 2000

 Edward Mansfield
 Alma PR (Financial PR)

 Josh Royston                              Tel: 07780 901 979

 Matthew Young

 

About SysGroup

SysGroup is a multi-award-winning technology solutions provider that creates
value through technology transformation. Our mission is to supercharge the UK
mid-market and we have built our business around our customers' challenges,
enabling them to drive productivity, increase their resilience, mitigate risk
and become more sustainable. Our bespoke solutions are at the forefront of
technology innovation, combining world-class, green technology infrastructure
with cutting-edge expertise and best-in-breed partners.

 

The Group has offices in Bristol, Edinburgh, Liverpool, London, Manchester and
Newport.

 

For more information, visit http://www.sysgroup.com (http://www.sysgroup.com)

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