There’s some fresh faces on the board at Hipgnosis Songs Fund (HSF) – including a new Chairman.
The UK-listed company, which trades on the London Stock Exchange, has appointed Rob Naylor as its new Chairman of the board and as a non-executive director. Naylor succeeds Andrew Sutch as HSF’s Chair.
In addition, Francis Keeling has been named a non-executive director at HSF.
Both appointments are effective immediately.
Naylor and Keeling each bring with them experience from Round Hill Music Royalty Fund Ltd (RHM).
Formerly a UK-listed entity like Hipgnosis Songs Fund, RHM was last week officially acquired off the stock exchange by Concord via Alchemy Copyrights, LLC.
Until that acquisition, Naylor was non-executive Chairman of RHM over the past year.
He has over 25 years’ experience in capital markets, and is currently CEO of investment company Intuitive Investments Group PLC.
Before joining RHM, Naylor held various positions within JP Morgan Asset Management Limited, Panmure Gordon (UK), and Cenkos Securities plc.
He is a qualified chartered accountant, having started his career with Ernst & Young in 1996.
Francis Keeling is currently EVP of Business Development at Orfium, a music rights management company.
Before its sale to Concord, Keeling was a non-executive director at RHM. He previously served as SVP International Digital for Discovery, and as Global Head of Licensing at Spotify.
Prior to joining Spotify in 2016, Keeling was Global Head of Digital Business for Universal Music Group for nearly 10 years.
Sylvia Coleman, Senior Independent Director of Hipgnosis Songs Fund, said: “On behalf of the Board, we are delighted that Robert and Francis have agreed to join Hipgnosis Songs Fund.
“Robert and Francis’s appointments follow extensive engagement with shareholders, and their experience and knowledge working with investment companies, most notably at Round Hill Music Fund, will be invaluable to Hipgnosis as we look ahead to the next chapter.”
Rob Naylor commented: “I’m excited to be joining Hipgnosis Songs Fund. I look forward to working with the Board and shareholders as we conduct the strategic review and put forward proposals for the future of the Company.”
Hipgnosis Songs Fund is currently riding out turbulence following its shareholders last month voting against ‘continuation’.
As a result, the HSF board is now required to put forward, within six months, proposals for the reconstruction, reorganization or winding-up of the company – outcomes that could see all or part of the HSF portfolio sold to an investor.
Hipgnosis Songs Capital – owned by Blackstone – recently bid USD $440 million to acquire 29 of HSF’s catalogs. The bid, executed via the Merck Mercuriadis-led Hipgnosis Song Management, was rejected by HSF shareholders.
On October 25, the day before HSF’s ‘continuation’ vote took place, the company announced that two of its then-non-exec directors were stepping down from its board: Paul Burger and Andrew Wilkinson.
HSF shareholders’ rebellion against ‘continuation’ followed an announcement from HSF that it would no longer be paying its expected October dividend.
This decision was, in turn, due to a downward adjustment by Citrin Cooperman of the retrospective royalties that HSF expected to receive from the ‘CRB III’ ruling in the US.
Yesterday (November 6), HSF gave a further update on dividend expectations to its shareholders.
HSF noted that due to an increase in expected catalog bonus provisions – due to songs in its catalog hitting performance hurdles – it now didn’t expect to issue a dividend to shareholders until its next FY.
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