23rd Aug 2006 17:55
Scott Tod PLC23 August 2006 Scott Tod plc - board changes, directors' dealings and new share issuance CORRECTION The following replaces the regulatory update announcement released today at 15:57pm under RNS No. 0304I. The announcement made at 15:57 today was incorrect in respect of the statementsrelating to loans to directors. The Company has not made loans to the directorsin relation to the subscription for new shares issued by exercising the options. The corrected announcement appears below. Board changes Following the announcement of 22 August 2006 by Notemachine Limited declaringthe Offer for Scott Tod plc (the "Company") unconditional in all respects, theBoard of Scott Tod plc is pleased to announce that it has appointed PeterMcNamara as Executive Chairman of the board along with Paul Cartwright and BenSlatter as Directors of the Company with immediate effect. Both David Massie andGraham Ashley have resigned as directors of the Company with immediate effect. Peter Denis McNamara, age 55, is currently also a director of H&T Group plc,Harvey & Thompson Limited, Notemachine Limited, Notemachine Holdings Limited andRadian Europe Limited. In the last five years Mr McNamara was but is no longer a director of Alliance &Leicester Commercial Bank plc, Alliance & Leicester Group Treasury plc, Alliance& Leicester Public Limited Company, Cash Web Corporation Limited, CharmseatLimited, G2 Limited, Londis (Holdings) Limited, Medical Sickness Limited,Moneybox Corporation Limited, Moneybox Holdings Limited, Moneybox Limited, TheMedical Sickness Annuity and Life Assurance Society Limited, Wesleyan AssuranceSociety, Wesleyan Financial Services Limited, Wesleyan Home Loans Limited,Wesleyan Savings Bank Limited, Wesleyan Trustees Limited and Wesleyan Unit TrustManagers Limited. In relation to Mr McNamara, there are no other matters which are required to bedisclosed by Schedule 2 paragraph (g) of the AIM rules for companies. Paul Ian Cartwright, age 45, is currently also a director of Cartwright DesignLimited, CCLP (GP) Limited, CILP (GP) Limited, Newco (2A) Limited(administrative receivership), Openshaw Group Limited, Openshaw Holdco Limited(administrative receivership), Park Avenue (GP) Limited, RFML Holdco Limited,RFML Investment Fund Limited, RFML Partners Limited, Rutland Corporate FinanceLimited, Rutland Fund Management Limited, Rutland Fund SPV Limited, Wolstenholme(Bidco) Limited, Wolstenholme (Holdco), Wolstenholme Group Limited, WolstenholmeInternational Limited, Wolstenholme Newco Limited, Notemachine Limited andNotemachine Holdings Limited. In the last five years Mr Cartwright was but is no longer a director of CapePublic Limited Company, China Connections Limited, EWM Group Limited, EWMHoldings Limited, H & T Finance Limited, H & T Group Limited, Harvey & ThompsonLimited and The Edinburgh Woollen Mill Limited. In relation to Mr Cartwright, there are no other matters which are required tobe disclosed by Schedule 2 paragraph (g) of the AIM rules for companies. Benjamin St Pierre Slatter, age 32, is currently also a director of The MusicGroup External Affairs Limited, The Music group Holdings Limited, The MusicGroup International Limited, The Music Group Limited, The Music Group OffshoreManagement Limited, Tresco Estates Limited, Notemachine Limited and NotemachineHoldings Limited. In the last five years Mr Slatter was but is no longer a director of 19 WetherbyGardens Limited, H & T Finance Limited, H & T Group plc, Harvey & ThompsonLimited and Mawlaw 673 Limited. In relation to Mr Slatter, there are no other matters which are required to bedisclosed by Schedule 2 paragraph (g) of the AIM rules for companies. Directors' dealings Certain directors of the Company held enterprise management incentive optionsover shares in the Company ("EMI options") as listed below. Those options withan exercise price below the Offer price of 21 pence per Company share wereexercised when the Offer for the Company became wholly unconditional on 22August 2006. These directors have also accepted the Offer to acquire the newshares issued by the Company in relation to the exercise of the options. Director (1) (2) (3) (4) (5) (6) L.Watts 400,000 16.875p 1.128% 2,073,913 5.848% 22 August 2006J. Dixon 655,737 15.25p 1.849% 664,433 1.874% 22 August 2006 M. Sneade 200,000 16.875p 0.564% 220,000 0.620% 22 August 2006 Key to table above (1) New Company shares acquired by exercise of EMI options (2) Exercise price of EMI option (3) % of enlarged issued share capital those new shares acquired represent (4) New number of shares owned (5) % of enlarged issued share capital that total new holding represents (6) Date of dealing New share issuance The Company has today issued 1,705,737 ordinary shares pursuant to the exerciseof EMI options by group employees and directors. An application for the newordinary shares to be admitted to trading on the Alternative Investment Markethas been made and dealings in these shares are expected to commence on 30 August2006. As previously announced, it is intended that trading in the Company shares willcease with effect from 20 September 2006. Enquiries: Paul Cartwright, Managing Partner of Rutland Partners LLP020 7556 2600 KBC Peel Hunt Ltd, Financial Advisor to the CompanyJonathan Marren020 7418 8900 Hines Associates Limited, Financial Adviser to Notemachine Limited and RutlandPartners LLPAndrew Doughty020 7590 3076 This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
SCD.L