23rd Aug 2022 19:21
(Alliance News) - Iconic Labs PLC on Tuesday it no longer believes ex-chair David Sefton and other former directors were involved in any wrongdoing.
The media and technology firm's directors and joint-administrators said it would be "inappropriate for the company to continue to maintain that there was any wrongdoing by any of David Sefton, the former directors or any entity connected to them".
In April 2021, Iconic Labs had sent a pre-action letter to Greencastle Acquisition Ltd, Greencastle MM LLP, Greencastle Capital Ltd, Linton Capital LLP and ex-chair David Sefton, outlining a number of serious wrongdoings, including breaches of duty.
Iconic Labs said on Tuesday: "These claims were originally made on the basis of factual assumptions which the directors believed to be true on the date that the claims were originally made. The board notes that no legal proceedings were ever commenced, and matters had not proceeded beyond exchanges of letters among lawyers.
"As part of these exchanges documents and other evidence were provided and discussed. As a result the board has concluded that the factual assumptions underlying the originally asserted claims were not correct. That this situation arose was at least in part due to the incomplete and unsatisfactory state of the company records when they were originally handed over to the current directors."
One of the more important allegations, and the only one which could have yielded a damages claim, involved a management services agreement with JOE Media.
There was an allegation that Greencastle, JOE Media's owner, was able to insert a clause allowing it to end a management services contract the unit had with Iconic Labs.
"From this, an assumption had been made that the contract was being amended only for the purpose of depriving the company of the benefit of management fees going forward. This was not correct. The change of control clause was included in the management services contract when it was originally entered into, was a normal and usual commercial clause in such contracts and was present in identical form in all other management services contracts that Greencastle had entered into," Iconic Labs said.
"Further investigations by forensic accountants and lawyers engaged by the directors also failed to uncover any evidence of any wrongdoing or inappropriate behaviour by any of David Sefton, the former directors or any entity connected to them."
Iconic Labs said it has offered an apology to Sefton and other former directors. Sefton accepted the apology and noted Iconic's directors were "properly following their directors' duties to investigate all relevant matters relating to the company".
"Both David Sefton and the board now consider the matter to be closed," the company added.
Antony Batty and Hugh Jesseman were named as joint administrators for Iconic Labs in June of last year.
By Eric Cunha; [email protected]
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