W.H. Ireland Group PLC
01 April 2008
WH Ireland Group plc
Significant shareholdings, Director dealings and Directorate changes
WH Ireland Group plc ('WH Ireland' or the 'Company'), the diversified financial
services group with activities in stockbroking and investment management,
corporate finance and independent financial advice, announces that a consortium
led by Lord Marland, Rupert Lowe, David Ross and Andrew Scott (the 'Consortium')
has acquired 1,710,000 ordinary shares of 5p each in the Company ('Ordinary
Shares') at a price of 100p per share, representing 9.94 per cent. of the issued
ordinary share capital of the Company. These Ordinary Shares have been acquired
from certain Directors of the Company as follows:
Sir David Trippier Non-executive Chairman 240,000
John Lawrence Non-executive Director 153,989
Laurie Beevers Chief Executive 438,670
David Youngman Managing Director 877,341
The following members of the Consortium have undertaken the share purchases set
Ordinary Shares % Issued share capital
Lord Marland 550,000 3.20%
Rupert Lowe 330,000 1.92%
David Ross 550,000 3.20%
Andrew Scott 280,000 1.62%
Total 1,710,000 9.94%
In addition, the Company announces that an agreement has been entered into
whereby, subject to receipt of appropriate FSA approvals before 5pm on 30th June
2008, the Consortium will purchase, or procure purchasers for a further minimum
1,070,000 existing Ordinary Shares at a price of 100p per share, including a
further 372,872 Ordinary Shares from Laurie Beevers, David Youngman and their
Associates. This is contingent on the successful procurement of sellers of such
existing Ordinary Shares at a price of 100p per share.
Subject to and conditional upon this sale and purchase, WH Ireland will issue
new Ordinary Shares at 100p per share such that the Consortium, or persons
procured by it, will acquire a total of 5,080,000 Ordinary Shares (the '
Agreement'). The Agreement, if completed in full, will result in the Consortium
and persons procured by it having a minimum shareholding of 26.05% of the
enlarged issued share capital of the Company.
Following the purchase of Ordinary Shares under the Agreement, the total
shareholding of existing Directors and the Employee Benefit Trust will amount to
3,327,010 Ordinary Shares representing a minimum total shareholding of 19.34%,
plus 2,145,241 share options currently held by existing Directors and employees.
With effect from 21 April 2008, Sir David Trippier, Non-executive Chairman, and
John Lawrence, a Non-executive Director, will retire from the Board. The
Company would like to thank both Sir David and John for their services to WH
Ireland over a substantial number of years.
As a condition of the acquisition of a 9.94% shareholding in the Company by the
Consortium and subject to FSA approval, Lord Marland will be appointed as a
Non-executive Director and Rupert Lowe will be appointed as a Non-executive
Director and Chairman of the Company with effect from 21 April 2008.
Lord Jonathan Marland
A founding Board member of Jardine Lloyd Thompson Plc, Lord Marland is Chairman
of Herriot Limited and Janspeed Limited, and a Non-Executive Director of Hunter
Boot Limited, Jubilee Insurance Limited, Insurance Capital Partners Limited and
Clareville Capital Partners LLP.
Mr Lowe was previously a Director of LIFFE (the London International Financial
Futures Exchange) and Chairman of Southampton Leisure Holdings Plc. Mr Lowe is
currently a Director of Lowe & Oliver Limited and Jubilee Insurance Limited. Mr
Lowe has gained significant financial services experience with Phillips and Drew
(now part of UBS), Deutsche Bank, Barings and Morgan Grenfell.
Subject to Board and FSA approval and the acquisition of the additional existing
and new Ordinary Shares such that the Consortium will have a minimum 26.05%
shareholding, WH Ireland will appoint a further Non-executive Director from the
Lord Marland commented:
'This is consistent with my strategy of investing with like-minded individuals,
and backing management teams to help them add value to their businesses.'
The Board of WH Ireland believes that its strategy of achieving expansion
through the diversification of profit streams whilst retaining a strong asset
backing will be enhanced by the appointments of these individuals. They bring
substantial experience and expertise in the Company's current areas of operation
and wider financial services sector, which will be for the future benefit of WH
Ireland and its shareholders.
It is the Board's objective to continue to expand its three current primary
business activities, namely: stockbroking and investment management; corporate
finance and independent financial advice. The strategy is to grow each activity
in parallel so that each ultimately represents a similar level of importance to
the Company's profitability. The additional funds will be used to support this
strategy in order to implement continued growth organically, through
acquisitions and via strategic partnerships. Certain such opportunities are
currently under initial consideration by the Board and shareholders will be
informed of developments as appropriate.
Commenting on the investment, Laurie Beevers, Chief Executive of WH Ireland
'Having seen the Company grow dramatically since David Youngman and I joined in
1995, we are delighted that Lord Marland and Mr Lowe are joining us to take the
business forward to the next stage. Both have distinguished reputations and
join the Board as major investors committed to supporting and developing the
diversified strategy which we have successfully pursued since our admission to
AIM in 2000.'
In accordance with Schedule Two, paragraph (g), of the AIM Rules, further
details of the Board appointments will be made in due course.
For further information, please contact:-
Laurie Beevers WH Ireland Group plc 0161 832 6644
Greg Cant Rothschild 0161 827 3800
Zoe Biddick Biddicks 020 7448 1000
This information is provided by RNS
The company news service from the London Stock Exchange