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HILVERSUM, Netherlands, March 30, 2023 /PRNewswire/ -- Universal Music Group N.V. ("UMG" or "the Company") today published its 2022 annual report and the agenda for its 2023 annual general meeting of shareholders ("AGM"), which is to be held on May 11, 2023, starting at 2:00 p.m. CEST, in Amsterdam, the Netherlands.
The agenda for the 2023 AGM and other meeting materials, including the 2022 annual report, are available at: https://investors.universalmusic.com. The 2022 annual report has also been filed with the Dutch Authority for the Financial Markets (the AFM) in European Single Electronic Format (ESEF).
On the agenda for the 2023 AGM is the proposed re-appointment of Sir Lucian Grainge as Executive Director for a five-year term (as set out in the press release of March 30, 2023, available at: https://investors.universalmusic.com/ ), the proposed appointment of Haim Saban as Independent Non-Executive Director for a two-year term as well as the proposed re-appointment of Sherry Lansing, Anna Jones and Luc van Os as Non-Executive Directors for a two-year term.
Although each of Sherry Lansing, Anna Jones and Luc van Os has previously been appointed for a period until the close of the 2024 AGM, the Board proposes that each of them is re-appointed early at the 2023 AGM to ensure the continuity on the Board and avoid a situation whereby all of the Non-Executive Directors retire at the same time, such in accordance with the Dutch Corporate Governance Code and the Company's Retirement Schedule for the Non-Executive Directors.
At the recommendation of the Nomination Committee, the Board has made a non-binding nomination for the (re-)appointment of the following Non-Executive Directors:
Appointment of Haim Saban
Independent Non-Executive Director
Haim Saban, 78, is an American citizen and an entrepreneur with more than four decades of experience building successful media and telecommunication businesses. He is the Chairman and CEO of Saban Capital LLC, a private Los Angeles-based investment firm that spans operations in real estate, venture capital, film and music.
A native of Alexandria, Egypt, Mr. Saban immigrated at 12 to Israel, attending agricultural school and serving in the Israeli Defense Force. In Israel, Mr. Saban built the country's premier tour promotion business. After the Yom Kippur War, Mr. Saban relocated in 1975 to France, where he started a successful independent record company that sold more than 18 million records in eight years.
In 1983, Mr. Saban moved to Los Angeles where he built a chain of recording studios that rapidly became the top supplier of music for television programs. By 1988, Mr. Saban ventured into television production, forming Saban Entertainment, an international production, distribution and merchandising company that produced X-Men™ and additional shows and products based on Marvel Comics characters. Mr. Saban introduced "Mighty Morphin Power Rangers"™ to the U.S., which remains a pop culture phenomenon.
In partnership with News Corp. and Rupert Murdoch, Mr. Saban co-founded Fox Family Worldwide in 1996, creating a global television, broadcasting, production, distribution and merchandising company. In 2001, Walt Disney Co. acquired Fox Family for an enterprise value of USD 5.3 billion.
Mr. Saban founded Saban Capital Group ("SCG") and led an investor group in 2003 to buy a controlling stake in ProSiebenSat.1 Media, Germany's largest broadcaster. He served as Chairman of its Supervisory Board and in 2007 oversaw the sale of the controlling stake to KKR and Permira at a USD 7.5 billion valuation, representing five times the initial investment.
In 2005, SCG and Apax Partners acquired a controlling stake in Bezeq, Israel's largest telecom company, which they sold to Eurocom Group at a valuation of more than four-and-a-half times the initial investment five years later.
SCG led the acquisition in 2007 of Univision Communications, the leading Spanish-language media company in the U.S. for which Mr. Saban served as Chairman.
Expanding outside of media, SCG launched Saban Real Estate in 2009, acquiring commercial real estate globally with a transaction volume exceeding USD 4 billion, and Saban Brands in 2010 to purchase and manage media consumer brands. SCG sold the majority of the portfolio for nearly five times the initial investment to Hasbro for more than USD 500 million.
SCG continues to make minority and controlling investments in early stage private and public companies, including Epic Games, Keshet, Kite Pharma and Roblox, among others; feature film projects through Saban Films; and private equity investments in companies, including Celestial Tiger. In 2019, SCG launched Saban Music Group, a global independent recorded music and publishing company, which partnered in 2020 with UMG for distribution.
Mr. Saban and his wife Cheryl started the Saban Family Foundation in 1999, which supports medical, children's and education programs across the U.S. and Israel. The Saban family has been featured on BusinessWeek's list of the 50 most generous U.S. philanthropists.
Re-appointment of Sherry Lansing
Independent Non-Executive Director
Sherry Lansing, 78, is an American citizen and the founder and CEO of The Sherry Lansing Foundation, an organization dedicated to funding and raising awareness for cancer research, health, public education, and encore career opportunities.
During a nearly 30-year career in the motion picture business, Ms. Lansing was involved in the production, marketing, and distribution of more than 200 films, including Academy Award winners Forrest Gump, Braveheart, and Titanic. In 1980, she became the first woman to head a major film studio when she was appointed President of 20th Century Fox. Later, as an independent producer, she was responsible for such successful films as Fatal Attraction, The Accused, School Ties, Indecent Proposal, and Black Rain. Returning to the executive ranks in 1992, Ms. Lansing was named Chairman and CEO of Paramount Pictures and began an unprecedented tenure that lasted more than 12 years (from 1992 to 2005).
With The Sherry Lansing Foundation, she subsequently launched the EnCorps STEM Teachers Program to transition corporate professionals into top quality California public school math and science teachers. Ms. Lansing also co-founded Stand Up To Cancer to fund collaborative, multi-institutional cancer research. She served on the University of California Board of Regents (from 1999 to 2022) and chaired the UC Health Services Committee for more than ten years.
Ms. Lansing currently serves on the boards of the Broad Museum, the Carter Center, the Entertainment Industry Foundation, the W.M. Keck Foundation, the Lasker Foundation, the Pacific Council on International Policy and Scripps Research Institute. She is a trustee of Big Brothers Big Sisters of Greater Los Angeles and co-founded the Scholarship Fund. Ms. Lansing previously served on the boards of Qualcomm (from 2004 to 2014), Dole Foods (from 2009 to 2013) and RealD (from 2010 to 2014).
In recognition of her philanthropic endeavors, Ms. Lansing has received the Academy of Motion Picture Arts & Science's Jean Hersholt Humanitarian Award, induction into the National Women's Hall of Fame, the American Association for Cancer Research Public Service Award, the Horatio Alger Humanitarian Award, the UCLA Women in Philanthropy Icon Award, and the Stem Cell Action Leadership Award, among many other honors.
She graduated cum laude with a Bachelor of Science degree from Northwestern University in 1966.
Re-appointment of Anna Jones
Independent Non-Executive Director
Anna Jones, 48, is a British citizen and an active angel investor and strategic advisor to large and small companies. She has more than 20 years of experience in leadership roles with broad and deep expertise in content, digital disruption, strategic growth and business transformation.
Ms. Jones is the co-founder of WJV LLP, a boutique fundraising, advisory and innovation consultancy. Prior to WJV, Ms. Jones was co-founder and non-executive director of AllBright, the global women's network and members' club founded in 2017 to connect, upskill and inspire professional women.
Ms. Jones previously served as CEO of Hearst Magazines U.K. (from 2014 to 2017), where she oversaw 24 media brands that together formed a network of content and experiences across multiple platforms that reached a quarter of all U.K. adults. As Hearst Magazines U.K.'s COO (from 2011 to 2014), she had strategic and operational responsibility for the business overall, following the acquisition and integration of Hachette Filipacchi Media in 2011.
Ms. Jones has additionally served on the board of the Creative Industries Federation, a national membership organization for the public arts, cultural education and creative industries (from 2015 to 2019). Separately, Ms. Jones served (from 2015 to 2017) on the board of Telecom Italia, Italy's leading telecommunications company, where she was Chair of the Nomination and Remuneration Committee.
Ms. Jones holds a Bachelor of Arts degree in International Business Management from Newcastle University.
Re-Appointment of Luc van Os
Non-Independent Non-Executive Director
Luc van Os, 56, is a Dutch citizen and co-owner of Misset Uitgeverij, a B2B publisher of multi-media brands for the agricultural sector, and of Rendement Uitgeverij, a B2B multi-media publisher specialized in HR, fiscal and salary information.
Previously, he served for 12 years as CEO of Hearst Netherlands and its predecessors, home to titles including Harper's Bazaar, Elle, Quote and Cosmopolitan. Prior to serving as CEO, he held different leadership roles at Hearst and its predecessors, Hachette Filipacchi Media and Quote Media. Under his leadership, Hearst became the largest upscale magazine publisher in the Netherlands.
Mr. van Os additionally serves as a member of the Supervisory Board of VNO-NCW, the national employers association in the Netherlands.
Other items on the agenda for the 2023 AGM are the shareholders' consideration of and advisory vote on the 2022 remuneration report, the adoption of the 2022 financial statements, the adoption of the dividend proposal, the discharge of the Executive and Non-Executive Directors, the approval of a supplement to the Company's Executive Directors Remuneration Policy in respect of Sir Lucian Grainge's remuneration (as set out in the press release of March 30, 2023, available at: https://investors.universalmusic.com/ ), the authorization of the Board as the competent body to repurchase own shares, and the appointment of the external auditor for the financial years 2023 up to and including 2025.
The 2022 financial statements and 2022 remuneration report are included in the 2022 annual report, as is the Environment Social Governance (ESG) report, covering Company initiatives on: artist welfare, climate change, and diversity, equity and inclusion, among other subjects.
About Universal Music Group
At Universal Music Group (EURONEXT: UMG), we exist to shape culture through the power of artistry. UMG is the world leader in music-based entertainment, with a broad array of businesses engaged in recorded music, music publishing, merchandising and audiovisual content. Featuring the most comprehensive catalogue of recordings and songs across every musical genre, UMG identifies and develops artists and produces and distributes the most critically acclaimed and commercially successful music in the world. Committed to artistry, innovation and entrepreneurship, UMG fosters the development of services, platforms and business models in order to broaden artistic and commercial opportunities for our artists and create new experiences for fans. For more information on Universal Music Group N.V. visit www.universalmusic.com.
Contacts
Media
James Murtagh-Hopkins - communicationsnl@umusic.com
Investors
Erika Begun - investorrelations@umusic.com
Upcoming Calendar
Q1 2023 results: April 26, 2023
Annual general meeting of shareholders: May 11, 2023
Forward-looking statements
This press release may contain statements that constitute forward-looking statements with respect to UMG's financial condition, results of operations, business, strategy and plans. Such forward-looking statements may be identified by the use of words such as 'profit forecast', 'expect', 'estimate', 'project', 'anticipate', 'should', 'intend', 'plan', 'probability', 'risk', 'target', 'goal', 'objective', 'will', 'endeavour', 'optimistic', 'prospects', 'outlook' and similar expressions or variations on such expressions. Although UMG believes that such forward-looking statements are based on reasonable assumptions, they are not guarantees of future performance. Actual results may differ materially from such forward-looking statements as a result of a number of risks and uncertainties, many of which are related to factors that are outside UMG's control, including, but not limited to, UMG's inability to compete successfully and to identify, attract, sign and retain successful recording artists and songwriters, failure of streaming and subscription adoption or revenue to grow or to grow less rapidly than anticipated, UMG's reliance on digital service providers, UMG's inability to execute its business strategy, the global nature of UMG's operations, UMG's inability to protect its intellectual property and against piracy, UMG's inability to attract and retain key personnel, changes in laws and regulations and the other risks that have been described in the 2022 annual report. Accordingly, UMG cautions readers against placing undue reliance on such forward-looking statements. Such forward-looking statements are made as of the date of this press release. UMG disclaims any intention or obligation to provide, update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
