RCN.GB Redcentric PLC

TIDMRCN

RNS Number : 2053U

Redcentric PLC

22 November 2023

Redcentric plc

Board Appointment

Redcentric plc (AIM: RCN) ("Redcentric" or the "Company"), a leading UK IT managed services provider is pleased to announce the appointment of Oliver Scott as a Non-Executive Director, effective 1 December 2023.

Oliver is a partner of Kestrel Partners LLP ("Kestrel"), the independent investment manager, which he co-founded in 2009. Prior to this, Oliver spent 20 years advising smaller quoted and unquoted companies, latterly as a director of KBC Peel Hunt Corporate Finance. He is currently a non-executive director of Smoove PLC and K3 Business Technology PLC, and was previously a non-executive director of Idox PLC, IQGeo Group PLC and KBC Advanced Technology PLC.

Kestrel invests in small and microcap UK listed companies with a particular focus on the enterprise software and services sector, and is Redcentric's largest shareholder, with a current holding of 31,355,551 ordinary shares in the Company.

Relationship Agreement

In conjunction with Oliver's appointment, the Company have entered into a relationship with Kestrel. The key terms of this agreement are as follows:

-- Kestrel has the right to nominate one person for appointment as a director of the Company providing that Kestrel (together with its individual partners and their affiliates), indirectly or directly, holds no less than 20 per cent, of the voting rights of the Company;

-- all transactions, agreements or arrangements entered into between a member of the group and Kestrel and/or any of its associates will be conducted at arm's length and on arm's length commercial terms;

-- Kestrel shall exercise its voting rights to ensure, so far as it is able to do so by the exercise of such rights, that directors independent of Kestrel shall at all times constitute a majority of the Redcentric board;

-- Kestrel and its associates will not propose any resolution or other action to cancel the trading of the Company's shares from trading on AIM without the Board's approval; and

-- Kestrel and its associates will not solicit proxies unless consistent with the recommendation of the board, exercise powers to requisition a shareholders' meeting, or undertake any action to obtain or consolidate control of the Company or seek to do so, otherwise than in accordance with the Takeover Code.

Nick Bate, Chair of Redcentric, commented:

"Oliver has been one of the Company's longest standing and largest investors through his role at Kestrel. He brings significant public markets and technology investment knowledge and we look forward to working with him."

In accordance with Schedule Two, paragraph (g) of the AIM Rules for Companies ("AIM Rules"), Oliver Rupert Andrew Scott, aged 55, holds or has held in the past 5 years the following directorships and partnerships:

 
 Current Directorships             Past 5 Years Directorships 
 Kestrel Partners LLP              6PM Holdings PLC 
 K3 Business Technology PLC        ClearSpeed Technology Limited 
 Smoove PLC                        Idox PLC 
 Suffolk Energy Action Solutions   Idox Trustees Limited 
  SPV Limited 
 Suffolk Energy Action Solutions   IQGeo Group plc 
  Limited 
                                   Kestrel Investment Partners 
                                    LLP 
                                   Kestrel Technology Holdings 
                                    Ltd 
                                   ZF Acquisitions Limited 
 

There is no further information to be disclosed in relation to the appointment pursuant to Rule 17 and Schedule Two, paragraph (g) of the AIM Rules.

Enquiries:

 
 Redcentric plc 
  Peter Brotherton, Chief Executive Officer 
  David Senior, Chief Financial Officer        +44 (0)800 983 2522 
 Cavendish Capital Markets Limited - Nomad 
  and Sole Broker 
  Marc Milmo / Simon Hicks / Charlie Beeson 
  (Corporate Finance) 
  Andrew Burdis / Sunila de Silva (ECM)        +44 (0)20 7220 0500 
 

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END

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November 22, 2023 02:00 ET (07:00 GMT)

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