REG - Marlowe PLC - Divestment, Special Dividend & Board Changes

MarloweAnnouncement

03/06/2024 07:00

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RNS Number : 7377Q  Marlowe PLC  03 June 2024

3 June 2024

 

Marlowe plc

 

Completion of Divestment, Special Dividend Timetable and Board Changes

 

Commencement of £225 million return to shareholders

 

 

Marlowe plc ("Marlowe" or the "Group"), the leader in business-critical
services, announces completion of the sale of certain Governance, Risk &
Compliance ("GRC") software and services assets for an Enterprise Value of
£430 million (the "Divestment") and, as a result, confirms the timetable for
the £150 million special dividend set out by the Group on 22 May 2024. The
Group also announces the resignation of Kevin Quinn as Executive Chairman and
the appointment of Julia Robertson as an Independent Non-Executive Director,
both with immediate effect.

 

Special Dividend Timetable

 

The Divestment completed on schedule on 31 May 2024 and, following receipt of
the cash proceeds of the Divestment, the Group confirms that a special
dividend of £1.55 per Marlowe ordinary share will be paid on 5 July 2024,
with a record date of 14 June 2024 and an ex-dividend date of 13 June 2024.

 

The Group's previously announced share buyback programme to return up to £75
million to Marlowe shareholders ("Buyback Programme") will commence on payment
of the special dividend. The terms of the Buyback Programme were announced by
the Company on 22 May 2024.

 

Board Changes

 

Julia Robertson has been appointed as an Independent Non-Executive Director of
the Company with immediate effect. Julia Robertson is Group Chief Executive
Officer of Impellam Group Limited, having been appointed in April 2013. Her
journey at Impellam began in 2000 when she sold two businesses to the group
after which she held numerous leadership positions before taking on the role
of Group CEO. She has also served as Chief Executive of the Institute of
Employment Consultants (now REC), the professional body for the UK recruitment
industry.

 

Kevin Quinn has resigned as Executive Chairman of the Company with immediate
effect. Lord Ashcroft KCMG PC has assumed the role of Non-Executive Chairman
on an interim basis.

 

Lord Ashcroft, Interim Non-Executive Chairman of Marlowe, commented:

"The Board extends its sincere thanks to Kevin for his dedicated service and
commitment as Marlowe's Chairman. Kevin has made a significant contribution to
the development of Marlowe throughout his six-year tenure, and we wish him all
the best for the future.

We are pleased to welcome Julia to the Board of Marlowe."

 

For further information:

 Marlowe plc
 Lord Ashcroft KCMG PLC, Interim Non-Executive Chairman      www.marloweplc.com (http://www.marloweplc.com)
 Adam Councell, Chief Financial Officer                      Tel: +44 (0) 203 813 8498
 Benjamin Tucker, Head of Investor Relations & Strategy

 Cavendish Capital Markets Limited (Nominated Adviser and Joint Broker)
 Ben Jeynes                                                  Tel: +44 (0)20 7220 0500
 George Lawson

 Investec Bank plc (Joint Broker)
 Henry Reast                                                 Tel: +44 (0)20 7597 5970
 Oliver Cardigan

 FTI Consulting
 Nick Hasell                                                 Tel: +44 (0)20 3727 1340
 Alex Le May

 

The directorships and partnerships currently held by Julia Robertson, aged 65,
and over the five years preceding the date of her appointment, are as follows:

 Current directorships / partnerships     Previous directorships / partnerships
 BMS Ltd                                  Allied Employment Group Pty Limited
 Carbon60 Ltd                             Blue Arrow Financial Services Limited
 Carlisle Cleaning Services Holdings Ltd  Blue Arrow Holdings Limited
 Carlisle Events Services Ltd             Blue Arrow Ltd
 Carlisle Group Ltd                       Career Teachers 2006 Limited
 Carlisle Nominees Ltd                    Career Teachers Limited
 Carlisle Security (Holdings) Limited     Chadwick Nott (Holdings) Limited
 Carlisle Security Ltd                    Chrysalis Community Care Group Limited
 Carlisle Staffing Services Holdings Ltd  Devonshire Club (Holdings) Limited
 Carlisle Staffing Services Ireland Ltd   Devonshire Club Limited
 Carlisle Staffing Services Ltd           Doctors on Call
 Comensura Ltd                            Global Group (UK) Limited
 Comensura Pty Ltd                        Global Medics Limited
 Flexy Corporation Ltd                    Global Medics NZ Ltd
 Flexy Services Pty Ltd                   Global Medics Pty Limited
 Guidant Global UK Limited                Guidant Global APAC Pty Ltd
 Headfirst Global Plc                     Healthlink New Zealand Group Limited
 Impellam Group Limited                   Latitudes Group International Management
 Impellam Holdings Ltd                    Litmus Workforce Solutions Limited
 Impellam UK Ltd                          Litmus Workforce Solutions Limited
 Irish Recruitment Consultants Ltd        Litmus Workforce Solutions Pty Ltd
 Laybridge Ltd                            Medacs Global Group Ltd
 Lorien Ltd                               Medacs Global Group Ltd
 Lorien Resourcing Ltd                    Medacs Healthcare Australasia Group Limited
 OneTrue Ltd                              Medacs Healthcare Australia Pty Ltd
 Science Recruitment Group Ltd            Medacs Healthcare Limited
 Younifi Limited                          Medacs Healthcare Plc
                                          Medacs Healthcare Pty Ltd
                                          Ossea Holdings Limited
                                          PRN Recruitment Limited
                                          Sabertooth Services Limited
                                          Tate Recruitment Limited

 

Julia Robertson was previously a non-executive director of both Devonshire
Club (Holdings) Limited and Devonshire Club Limited. Both of these companies
entered into administration on 18 March 2020 and were dissolved on 23 June
2021 and 24 June 2021 respectively following liquidations and an aggregate
creditors deficit of approximately £3.5 million.

Julia Robertson currently holds no Ordinary Shares in Marlowe.

 

About Marlowe plc

Marlowe is a leader in business-critical services which ensures compliance
with strict regulations and insurance requirements across Fire Safety &
Security, Water & Air Hygiene and Occupational Health. The Group has a
national footprint and serves over 30,000 customers across office complexes,
high streets & leisure facilities, manufacturing plants and industrial
estates, and include thousands of SMEs, local authorities, facilities
management providers, multi-site NHS trusts and FTSE 100 companies.

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