Management Changes Announced by Allied Minds

In April 2019, Allied Minds announced its new strategy to focus on maximising shareholder returns from monetizing the existing portfolio, while ceasing investments into new companies.

Sunday, March 7, 2021

Allied Minds PLC (“Allied Minds” or the “Company”) today announces management changes to align the Company’s organization structure to reflect the recently revised strategy, which further reduces operating costs. In April 2019, Allied Minds announced its new strategy to focus on maximizing shareholder returns from monetizing the existing portfolio, while ceasing investments into new companies.

Jill D. Smith, who has served as President and CEO and as an Executive Director since March 2017, will retire from these roles at Allied Minds effective June 10, 2019.  The Board has appointed Michael S. Turner and Joseph A. Pignato to serve as co-Chief Executive Officers.  Both join the Board as Executive Directors.  Mr. Turner has served as the Company’s General Counsel since May 2014, and Mr. Pignato has served as the Company’s Chief Financial Officer since August 2015.  Ms. Smith will continue to serve on the board of directors of Federated Wireless as a representative of Allied Minds.

Peter R. Dolan, Chairman of the Allied Minds’ Board, said: “Jill was a director on the Board of Allied Minds when we asked her to serve as CEO.  She was tasked by the Board to drive shareholder value by rationalizing Allied Minds’ portfolio, strengthening our most promising businesses, and accelerating and refocusing our new business creation to leverage our competitive advantages.  As a result of steps taken under her leadership, we now have three technology companies on the cusp of commercialization, all supported by leading strategic and financial partners.  Given the narrower scope of our strategy going forward and the Company’s cost reduction targets, Jill has decided to return to serving as a director on multiple boards.  We recognize and appreciate Jill’s accomplishments and contributions to Allied Minds and wish her continued success.”

“The Board is delighted that Mike and Joe will take on the co-CEO role, in addition to their current responsibilities as General Counsel and CFO respectively.  They have driven the transformative fundraisings at Federated Wireless, Spin Memory, HawkEye 360 and BridgeSat and have strong relationships with the CEOs of these companies and their co-investors and commercial partners.  Their combination of transactional expertise, understanding of our portfolio, key relationships, growth experience and track record of generating portfolio liquidity events, as well their complementary legal and financial skill-sets, make them the ideal pairing to execute on the monetization strategy.”

The Company is making good progress achieving the planned reductions in annualized costs, consistent with the strategy outlined in April to reduce costs to $5-6 million annually.  Further reduction in HQ headcount (excluding employees of consolidated subsidiaries) is anticipated from the deconsolidation of portfolio companies following successful completion of planned funding rounds, including at Hawkeye 360 and Federated Wireless, as these and other portfolio companies move away from Allied Minds’ shared services platform.  In addition, the current HQ space will be sublet.

In light of changes to the strategy, the Board has determined to retire the long term incentive plan (LTIP) scheme for executive directors, management and other employees.  New annual LTIP awards planned for issuance in May 2019 subsequent to the release of annual results, have been canceled and no future awards will be made to executive directors, management and other employees.  Historic awards will remain outstanding and eligible to vest in accordance with their terms.  A significant majority of the outstanding awards are subject to relative total shareholder return (TSR) performance.  At the current share price, no value is attributable to these performance awards.

Mike Turner and Joe Pignato commented “Our sole focus is on delivering maximum value to shareholders from our exciting portfolio of technology assets backed by powerful strategic partners.  We are well placed to conclude successful funding rounds at HawkEye 360 and Federated Wireless in the short term.  We will continue to aggressively pursue all monetization options, balancing the requirement to deliver cash to our shareholders, against the overarching objective to maximize shareholder returns from a portfolio that includes some extremely promising assets.”

The appointment terms of Mr. Turner and Mr. Pignato are in accordance with the terms of the remuneration policy approved by shareholders.  There is no further information required to be disclosed pursuant to Listing Rule 9.6.13R relating to Mr. Turner and Mr. Pignato.


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