INM Questions Denis O’Brien’s Motives and Declares him a ‘Dissident Shareholder’

In recent times, there has been considerable speculation about Mr Denis O’Brien and his intentions with respect to INM.

Having taken appropriate advice, the Board of INM believes that Mr O’Brien’s comments and actions regarding INM, its Board, management, strategy and governance, are designed to destabilise the Company and run counter to the principles of a fair and orderly market for INM’s shareholders.

Consequently, the Board is now formally declaring Mr O’Brien a “dissident shareholder”, who consistently voices disagreement with the Company’s strategy while continuing to buy shares and who is not acting in the best interests of all stakeholders. The Company will be responding to, and interacting with, Mr O’Brien on that basis henceforth.

To date, INM has chosen not to publicly respond to Mr O’Brien’s attacks, focusing instead on its strategic priority of building and maintaining the Company’s reputation as one of the world’s leading media groups. The announcement earlier today of record results by INM further underpins that reputation.

In a letter which appears to reflect Mr O’Brien’s possible motives towards INM, he wrote to the Company on 3 July, 2003, alleging that INM had “spent the last seven years trying to destroy my reputation” and that he was “waiting for the appropriate time to rectify the damage.” In the light of this, we believe it is reasonable to question Mr O’Brien’s emotive reaction to the legitimate news coverage that he has received in various Irish INM titles, presumably in relation to the Moriarty Tribunal. This Tribunal is investigating whether any corruption occurred in the awarding of a mobile phone licence to Mr O’Brien’s company.

Since prematurely disclosing his initial investment in INM in 2006, Mr O’Brien has made a series of personalised, misleading and inaccurate attacks on the Company, its Board, management, strategy and governance.

While continuing to buy shares in the Company, Mr O’Brien’s unilateral and irresponsible attacks have included, among other things, the commissioning and issuance of a so-called “report” purporting to offer expert opinions and insights into the business and governance of INM.

That document, which has been shown to be without merit, was published despite the fact that neither Mr O’Brien nor the report’s author ever spoke to the Company, its Senior Independent Director, nor any single member of the Company’s management team or Board of Directors. In fact, no person connected with INM has ever been consulted about any aspect of this report – which seems wholly inconsistent with the report’s stated aims and objectives.

INM complies with the principles of the Combined Code and is one of the best performing media companies in the world as measured by total shareholder returns. Yet instead of recognising this, Mr O’Brien’s criticisms of the Company’s strategy would appear to be borne out of self-interest, with no proper regard whatsoever for the Company, its assets, its stakeholders or the millions of people who have come to enjoy and respect the Company’s many leading media brands around the world.

INM is confident that its shareholders understand its superior long-term value creation and its exemplary track record (20% CAGR return to all shareholders since 1973). INM will continue to manage and build one of the most admired and consistently successful media companies in the world.