Matchtech Group PLC Notification of awards under Value Creation Plan (1781S)
06 July 2015 - 4:00PM
UK Regulatory
TIDMMTEC
RNS Number : 1781S
Matchtech Group PLC
06 July 2015
6 July 2015
Matchtech Group Plc
("Matchtech" or the "Company")
Notification of awards under the Value Creation Plan ("VCP")
Following completion of the Company's acquisition of Networkers
International plc ("Networkers") on 2 April 2015, the Company's
Remuneration Committee has reviewed (on advice from the Committee's
independent remuneration consultants, PricewaterhouseCoopers) the
existing awards made under the Company's 2011 Value Creation Plan
("VCP") (further details of which can be found in the Remuneration
Report in the 2014 Report & Accounts on page 33).
The existing participants of the scheme, being Matchtech
Executive Directors and Senior Managers, have waived their existing
VCP awards and received two replacement awards equating to the same
percentage holding of the original award.
The first replacement award is over the same number and
percentage of performance units. This award retains the existing
performance conditions, but is based on a restricted number of
shares, being shares in issue immediately before the acquisition of
Networkers.
The second replacement award is over the same number and
percentage of performance units. This award's performance
conditions reflect new increased thresholds from the baseline price
at the date of the acquisition of Networkers and are based on only
the additional number of shares in issue following the acquisition
of Networkers.
In designing these changes the Remuneration Committee has sought
to ensure that they reflect the original intention of the VCP
awards and continue to provide suitable long-term incentives for
key management (whilst avoiding any windfall gains arising only
from the acquisition of Networkers).
On the recommendation of the Remuneration Committee, the Board
has made the following new awards to Matchtech Executive Directors
under the VCP:
Original percentage
New percentage of VCP units
Number of VCP of total VCP prior to this
Name Position Units units change
Brian Wilkinson Chief Executive Officer 144,000 14.4% 14.4%
Keith Lewis Chief Operating Officer 145,000 14.5% 14.5%
Anthony Dyer Chief Financial Officer 145,000 14.5% 14.5%
In addition, VCP awards have been made to a number of the
Networkers Senior Management Team who have joined the enlarged
business, including awards to Networkers CEO, Spencer Manuel and
CFO, Jon Plassard. These awards have been granted for the period
from acquisition to the end of the VCP plan and on the same rebased
performance conditions as described above.
As provided for in the VCP plan rules, value created from these
awards from exceeding the minimum performance targets, will convert
into nil cost options at each annual remaining VCP measurement
date, being November 2015 and November 2016. 50% of any accrued nil
cost options will vest in November 2016 and the remaining 50% will
vest in November 2017, provided the individual participant remains
in the employment of the Company at the vesting date. The nil cost
options will normally remain exercisable until the fifth
anniversary of the end of the VCP plan.
Under the VCP plan, awards accrue before vesting has occurred.
Certain participants, who have already accrued awards in the VCP
scheme which have not vested, have been awarded restricted shares
in Matchtech which, at vesting, convert into nil cost options.
These shares form part of the VCP award and are not additional. The
following Matchtech Executive Directors have received restricted
Company shares:
Name Position Number of shares
Keith Lewis Chief Operating Officer 30,954
Anthony Dyer Chief Financial Officer 30,954
For further information please contact:
Matchtech Group plc 01489 898 989
Brian Wilkinson, Chief Executive
Officer
Tony Dyer, Chief Financial Officer
Stephen Burke, Chair of Remuneration
Committee
Newgate - Financial PR 020 7680 6550
Rob Newman / Andrew Jones / Ed Treadwell
Numis Securities Limited 020 7260 1000
Michael Meade / James Serjeant
About Matchtech
Matchtech Group plc (LSE-AIM: MTEC), is the UK's leading
specialist engineering and professional services recruitment
agency, providing contract, temporary and permanent staff.
Established in 1984 and AIM-listed in 2006, the Group is one of the
fastest growing staffing organisations listed in the UK, with a
well-balanced business model; approximately 70% contract and 30%
permanent.
The Engineering division spans five specialist sectors -
Infrastructure; Automotive; Maritime; Aerospace; Energy - as well
as General Engineering. The Professional Services division covers
technology markets through our Connectus and Provanis brands and
Professional Staffing though our Alderwood and Barclay Meade
brands.
In April 2015, Matchtech Group plc announced the completion of
the acquisition of Networkers International, a global recruitment
company specialising in the delivery of recruitment services
focussing on Telecoms and Technology. The combined group is
well-placed to take advantage of the convergence between
Engineering, Technology and Telecoms skill sets and creates a
specialist recruiter, of scale, in the UK and internationally,
with:
-- 18 offices in 12 countries, recruiting in over 100 countries across the world
-- Over 580 sales staff
-- 9,000 contractors and 4,000 permanent placements
This information is provided by RNS
The company news service from the London Stock Exchange
END
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