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Fall Guys

An Irish executive duo fights against their dismissal in court.
Laura Cameron, CFO Europe Magazine
April 7, 2008

Ever had to dodge the crossfire between a CEO and chairman? If not, the case of John Williamson, finance chief of Payzone — a company borne out of a reverse takeover in December last year of UK ATM operator Cardpoint by Alphyra, an Irish e-payments group — will shed some light. Since he left the CFO post at Alphyra, Williamson has been caught in between Payzone's CEO John Nagle — formerly CEO of Alphyra — and chairman Bob Thian — previously chairman of Cardpoint. Each alleges that the other was after control of the company, part of the long-running friction between the two.

In a statement to shareholders, Nagle said that tensions took a turn for the worse when he learned that Cardpoint was reducing its earnings forecast from €29m to €22m, as a result of operational issues that had been going on for months before the merger. According to court papers, Nagle and Williamson refused to participate in an investor road show until the earnings shortfall was disclosed in a trading statement. It was also disclosed that Nagle wrote to Thian, allegedly accusing him of poor performance and asking him to "consider his position."

After receiving the memo from Nagle on January 15th, Thian dispensed with any niceties. That evening both Nagle and Williamson received emails informing them that the board had agreed to terminate their employment.

The next day, Payzone released a statement announcing that Nagle and Williamson had left the company and that Thian would assume their responsibilities. Hours later, the CEO and CFO issued their own press release claiming that, contrary to the company's statement, they would continue in their respective roles at Payzone.

Later that day, the two executives challenged their dismissals at the High Court in Dublin. The CEO claimed the chairman was pursuing a "personal agenda" to deflect attention from Cardpoint's underperformance and to "transfer blame" to Nagle and Williamson. Their counsels claimed they were sacked because the letter "annoyed" Thian. But counsel for Payzone alleged the letter was written deliberately to provoke the chairman.

The judge ruled that the executives had been deprived of fair procedure and they returned to their posts. But on March 10th the company held an EGM at which more than 80% of shareholders passed a resolution for their dismissal.




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