THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY
OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE
REPUBLIC OF SOUTH AFRICA, JAPAN, ANY MEMBER STATE OF THE EUROPEAN
ECONOMIC AREA OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO
DO SO.
23 January 2025
LEI number:
2138004EUUU11OVHZW75
This announcement contains inside
information.
450
plc
(the "Company")
Board
Changes
The Company is delighted to announce
the appointment ("Appointment") of Andrew Lindsay as
Executive Chair effective 1 February 2025.
Andrew brings a wealth of experience
to the role, most recently as CEO of Telecom Plus, a FTSE-250
company. Andrew will be pivotal in working alongside the directors
of the Company to secure an attractive platform acquisition and
ultimately deliver significant shareholder value.
The Company also announces that
Waheed Alli will move to become Deputy Chair, effective 1 February
2025.
Please see Appendix I for further
information in respect of the Appointment and Appendix II for all
relevant disclosures required by the AIM Rules.
Enquiries:
450
plc
Tel: +44(0)207 004 2700
Waheed Alli
James Corsellis
Deutsche Numis (Nominated Adviser and
Broker)
Tel: +44(0)207 260 1000
Kevin Cruickshank
Jamie
Loughborough
Appendix I
Additional information in respect of
the Appointment
Andrew's appointment is for an
initial term of two years and he has a twelve month notice period.
Andrew's annual salary is aligned with the directors' fee for
Sanjeev Gandhi. On completion of the Company's platform
acquisition, Andrew will be entitled to:
· Either
a cash bonus of a gross amount of £250,000, the
net amount of which he will be required to use to subscribe for
ordinary shares in the Company at the prevailing price per share
(or, if the Company is not quoted, the lower of its last traded
price and the Board's valuation of each share);
· Or a share incentive through a management share scheme, if one
exists at the time, with a value (as determined by the Board) of
£250,000 on the date of issue;
· And
following completion of the Company's platform acquisition, an
annual strategy delivery award with a gross value of £200,000 in
shares or (if requested by Andrew) cash.
Andrew has subscribed for 4,000
incentive shares for an aggregate consideration of £40, which,
subject to delivery of a compound preferred return to ordinary
shareholders and other specific redemption conditions, entitles
Andrew to 8% of the growth in equity value. As a result of the
issuance of incentive shares to Andrew, the share of the growth in
equity value that, subject to delivery of a compound preferred
return to ordinary shareholders and other specific redemption
conditions, would accrue to Waheed Alli and Marwyn Long Term
Incentive LP ("MLTI") would
have changed. Following a minor adjustment, the growth in equity
value under the terms of the existing incentive scheme is now
allocated as follows: 8% to Waheed Alli, 8% to Andrew Lindsay and
4% being held by MLTI. Details of the incentive scheme are set out
in the Company's Annual Report which is available on the Company's
website.
Appendix
II
AIM Rules
disclosures
Andrew Lindsay will be appointed as
Executive Chair of 450 plc, which has its offices at 11 Buckingham
Street, London, WC2N 6DF, effective 1 February 2025.
The following information in
relation to the appointment of Andrew Lindsay (aged 47) is
disclosed in accordance with Rule 17 and Schedule Two, paragraph
(g) of the AIM Rules.
Current
Directorships
Mixergy
Ltd
Directorships held in the
last 5 years
Telecom
plus PLC
Utility
Warehouse Ltd
Electricity
plus Ltd
Gas plus
Ltd
Utilities
plus Ltd
Central
Homes & Facilities Management
Telecommunications Management Ltd
UW Home
Services
Cofield Ltd
& Glow Green Ltd