10 May 2012 08:56
10 May 2012
PIVOT ENTERTAINMENT GROUP PLC
("Pivot Entertainment", "the Company" or "the Group")
Director's Dealing
Pivot Entertainment Group plc (AIM:PVT), the transatlantic media and entertainment company, was notified that on 08 May 2012, that Jeremy Barbera (former CEO of Pivot Entertainment) has transferred his entire shareholding in the Company, totalling 8,400,000 Ordinary Shares to Stoller Family Partners ("SFP"). Mr. Stoller, the current Chairman and acting CEO of Pivot Entertainment, is beneficially interested in the capital of SFP. Prior to the transaction Mr. Stoller was interested in 10,150,000 shares. As a result of this transaction, he is now beneficially interested 18,550,000 Ordinary Shares representing 28.12% of the issued share capital of the Company.
The transaction is a result of certain financial arrangements between Mr. Stoller and Mr. Barbera when they formed Pivot Entertainment LLC to acquire a stake in the AIM listed Company First Artist Corporation (now re-named Pivot Entertainment Group Plc) announced on 08 December 2010. SFP and Mr. Barbera entered into a Secured Promissory Note (the "2011 Note") pursuant to which Mr. Barbera was to repay SFP the principal sum of $2.2m by 30 November 2011. The proceeds of the 2011 Note were used to fund Mr. Barbera's capital contribution to Pivot Entertainment LLC which together with SFP's capital contribution of the same amount was used to purchase the initial stake in First Artist Corporation (now re-named Pivot Entertainment Group Plc). The 2011 Note was secured by the 9,301,615 Ordinary Shares which were held by Mr. Barbera. On 12 August 2011, the Company announced that Mr. Barbera had pledged 1,000,000 Ordinary Shares as collateral for a loan entered into in August 2011. On 08 May 2012, the Company announced that the Board had uncovered what it believes to be share dealing transactions by Mr. Barbera which were not disclosed to the Company at the appropriate time. If they had been, they would have been disclosed by the Company as required under the AIM Rules for Companies. Analysis of the Company's share register indicates that the shareholding held by Jeremy Barbera changed whilst in office as CEO. His shareholding as at 1 May 2012 was 8,400,000 ordinary shares representing 12.74% of the issued share capital of the Company.
Since Mr. Barbera has ceased to be a Director of the Company and has defaulted on the 2011 Note, Mr. Stoller has recovered the remaining 8,400,000 Ordinary Shares held by Mr. Barbera to prevent further financial loss as well as to stablise the trading in the shares of the Company.
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Enquiries:
Pivot Entertainment Corporation Plc
David Stoller/ Shirley Stapleton Tel: +44 20 79930000
Seymour Pierce Limited
Stewart Dickson/Tom Sheldon (Corporate Finance) Tel: +44 20 71078000
Katie Ratner (Corporate Broking)
XCAP Securities plc
Adrian Kirk / David Lawman (Joint Broker) Tel: +44 20 71017070
Bishopsgate Communications Limited
Nick Rome/Lynne Goulding Tel: +44 20 75623350
pivotentertainment@bishopsgatecommunications.com