EGM Requisition Withdrawal
Photo-Me International PLC
03 September 2007
Monday 3 September 2007
PHOTO-ME INTERNATIONAL PLC
Withdrawal of EGM Requisition and Board Changes
The Board of PMI (PHTM.L), the digital imaging company, is pleased to confirm
that, following further discussions with its principal shareholders, the EGM
Requisition, which was announced by Principle Capital Fund Managers Ltd and
Cycladic Capital LLP on 23 August 2007, has been withdrawn and that:
a) Vernon Sankey has concluded that it is not in the interests of
shareholders, the Company or employees for there to be a protracted and public
disagreement on the timing of his resignation. Accordingly, he has determined to
step down as Chairman and as a Director of the Company with immediate effect,
which is six weeks earlier than he had originally proposed.
b) David Young has unanimously been appointed by the Board as its
Chairman, in the interim. He will work closely with Serge Crasnianski to ensure
operational stability during this important transition period.
c) Serge Crasnianski, aged 65 and after 44 years with Group companies, the
last 17 as a Director of PMI and as such the architect of PMI in its present
form, will step down as Chief Executive Officer and as a Director by 30 November
2007, following a smooth transition to his successor.
d) A Committee of the Board, under the leadership of Roger Partington and
including the Chairman and the other Independent Non-Executive Directors, will
manage the process of selecting a new Chairman and a new Chief Executive Officer
and make recommendations to the Board.
e) A Committee of the Board, under the leadership of Martin Reavley and
including the Chairman and the other Independent Non-Executive Directors, will
oversee the Strategic Review process that includes the possible sale of the
Vending Division and a review of the capital structure and of the distribution
policy. Mr Reavley will continue in his role as Senior Independent Non-Executive
Director.
The Board can now focus its efforts on its succession planning and strategic
review initiatives. The Board has endeavoured throughout this process, and will
continue to strive, to manage PMI's business in the interests of maximising
value for all PMI shareholders.
Vernon Sankey, stated: 'Notwithstanding the overwhelming support I have received
from my colleagues on the Board, I believe that it is in the best interest of
shareholders and the Company that the matter of the timing of my resignation be
brought to a swift conclusion. I have therefore decided to step down with
immediate effect. I wish the Company, my colleagues and all those who work for
Photo-Me every success in the future. David has considerable international
business experience and will make an excellent Chairman.'
The new Chairman, David Young, stated: 'On behalf of the Board I would like to
express our thanks to Vernon for the guidance and wise counsel he has given over
the past seven years. I am delighted that the Board and PMI's principal
shareholders have agreed on the way forward for the Company. I look forward to
leading the Board and Company through the transition phase onto a path towards
realisation of the Company's full potential.'
Enquiries:
Photo-Me International plc 01372-455 544
David Young (Chairman)
Bankside Consultants Limited (analysts)
Charles Ponsonby 020-7367 8851
Tulchan Communications (media) 020-7353 4200
David Allchurch
Wendy Watherston
Notes to Editors:
Serge Crasnianski, aged 65, had already indicated to the Board that he proposed
to retire in the next few months. The appointment of his successor as Chief
Executive has been ongoing for some time, with a recruitment company appointed
in May 2007. The Board had intended that the process would be scheduled in order
to provide an orderly introduction and hand-over of responsibilities when the
future shape of the Group was clear. He remains PMI's largest single
shareholder, with a 19.2% holding.
Vernon Sankey, aged 58, was elected to the PMI Board as Deputy Chairman in
October 2000 and was appointed Chairman in February 2005. He was formerly Chief
Executive of Reckitt & Colman plc, Chairman of Thomson Travel plc, Chairman of
Gala plc and a Non-Executive Director of Taylor Woodrow plc. He is currently a
Non-Executive Director of Zurich Financial Services AG, ATOS Origin SA,
Firmenich SA, and Vividas Group plc and an advisor to several other companies.
David Young, aged 56, was Chief Executive of Perkins Foods Holdings Ltd, an
international food manufacturer, from 2003 to 2005 and, from 1976 to 2001, he
was with Duracell, the battery manufacturer acquired by Gillette in 1997.
Latterly, from 1999 to 2001, he was, US-based, the Global President of Duracell
and a member of the Gillette Operating Committee. From 1997 to 1999, he was
President - Europe, based in the UK and a member of the Duracell North Atlantic
Operating Committee. He has been a Non-Executive Director of the publicly-quoted
healthcare company, Corin Group plc, since January 2007 and was a Non-Executive
Director of Corporate Services Group plc, a publicly-quoted multinational
staffing agency, from 2003 to February 2007. He joined the Board of PMI as a
Non-Executive director in May 2007.
This information is provided by RNS
The company news service from the London Stock Exchange