Termination of Management Agreement

 

TIDMRTY 
 
RNS Number : 3440D 
Rutley European Property Limited 
30 November 2009 
 

30 November 2009 
 
 
RUTLEY EUROPEAN PROPERTY LIMITED 
Termination of Management Agreement 
 
 
The board of directors of Rutley European Property Limited (the "Company") 
announces that it has today terminated the management agreement between the 
Company and Rutley Capital Partners LLP ("RCP"), a wholly owned subsidiary of 
Knight Frank LLP, (the "Existing Management Agreement") with effect from 30 
November 2009. Following the serving of protective notice by the Company on 5 
March 2009, the Existing Management Agreement was due to expire on 15 March 
2010. 
Black Sea Global Properties Limited ("BSGP") made a recommended public offer for 
the Company earlier this year and ultimately acquired 73.5 per cent. of the 
Company's shares. BSGP stated in its offer document that one of its objectives, 
should its offer succeed, was to internalise the management of the Company. 
Under the agreement to terminate the Existing Management Agreement entered into 
earlier today ( the "Termination Agreement"), GBP544,000 will be paid by the 
Company to RCP in respect of management fees for services that have been 
provided by RCP but not yet paid for by the Company. This amount has been 
calculated in accordance with the terms of the Existing Management Agreement. An 
additional GBP106,000 will be paid by the Company in respect of an assignment 
from RCP to the Company of intellectual property rights to various materials 
that relate to the Company. 
Certain employees of Knight Frank LLP who are currently providing services to 
the Company under the Existing Management Agreement will be transferred to a 
newly incorporated wholly owned subsidiary of the Company, Rutley European 
Property Management Limited, which will employ the employees on the same terms 
and conditions as their current employment contracts. 
Under the Termination Agreement, it has also been agreed that Knight Frank 
LLP will be a preferred service supplier to the Company in certain jurisdictions 
from the date of the Termination Agreement until 30 November 2011. Knight Frank 
LLP will be retained to provide such services at market rates for such services. 
As part of the internalisation of the management arrangements, the carried 
interest shares currently held on behalf of the management and employees of 
Knight Frank LLP have been acquired by a wholly owned subsidiary of the Company 
for a nominal consideration. From 1 April 2010 the Company will no longer have 
the right to use the "Rutley" name and trade mark. 
The Termination Agreement is not a related party transaction for the purposes of 
Chapter 11 of the Listing Rules of the UK Listing Authority. 
David Pinckney, Chairman of Rutley European Property Limited, commented: 
"We are pleased to have reached agreement with Knight Frank to internalise the 
Company's management. We believe that this move, which fulfills a commitment 
made by BSGP in its offer document, better aligns the interests of management 
and shareholders." 
Enquiries: 
+----------------------------------------------+----+----------------------+ 
| Rutley European Property Limited             |    | [phone] | 
| David Pinckney, Chairman                     |    |                      | 
+----------------------------------------------+----+----------------------+ 
| Lazard & Co., Limited                        |    | [phone] | 
| Patrick Long                                 |    |                      | 
| Michael Bressler                             |    |                      | 
+----------------------------------------------+----+----------------------+ 
| Oriel Securities Limited                     |    | [phone] | 
| Tom Durie                                    |    |                      | 
| Sapna Shah                                   |    |                      | 
+----------------------------------------------+----+----------------------+ 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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