TIDMIPO
RNS Number : 3145X
IP Group PLC
26 April 2019
FOR RELEASE ON 26 April 2019
IP Group plc - LTIP & DBSP awards; exercise of DBSP
options
IP Group plc (LSE: IPO) ("IP Group" or "the Group" or "the
Company"), the developer of intellectual property-based businesses,
announces the following in connection with its employee share
schemes.
Long Term Incentive Plan (the "LTIP")
IP Group made conditional awards of 5,627,936 ordinary shares of
two pence each ("Shares") to its executive directors, other persons
discharging managerial responsibilities ("PDMRs") and certain other
employees under its Long-Term Incentive Plan on 25 April 2019.
The performance measures attaching to the 2019 awards are based
on the achievement of targets linked to growth in the Company's
"hard" net assets ("Hard NAV") and total shareholder return ("TSR")
as described in the Directors' Remuneration Report of the Annual
Report and Accounts. The starting point for the TSR target is
94.9p, being the one-month average closing price up to the date of
grant. The starting point for the Hard NAV performance measure is
the Group's audited Hard NAV at 31 December 2018 of GBP1,217.5m.
The number of Shares conditionally awarded was calculated using the
closing price on 25 April 2019 of 99.1p.
Assuming satisfaction of the conditions in full, the awards will
ordinarily vest on or after 31 March 2022 and will be subject to a
minimum two-year post-vesting holding period, after which the
Shares will be delivered to the participants.
Conditional awards over 3,306,656 Shares have been made to the
executive directors and other PDMRs, as set out in the table below,
with awards over a further 2,321,280 to other of the Group's
employees.
Executive Director/PDMR Maximum number of Shares conditionally Maximum number of conditionally awarded
awarded in respect of 2019 LTIP Shares outstanding at the date of this
announcement
Alan Aubrey 1,282,038 3,033,577
--------------------------------------------- --------------------------------------------
David Baynes 566,094 1,339,780
--------------------------------------------- --------------------------------------------
Mike Townend 566,094 1,339,780
--------------------------------------------- --------------------------------------------
Greg Smith 566,094 1,339,780
--------------------------------------------- --------------------------------------------
Sam Williams 226,437 812,968
--------------------------------------------- --------------------------------------------
Mark Reilly 99,899 223,198
--------------------------------------------- --------------------------------------------
The number of Shares stated is the maximum number that could be
issued to each executive director or PDMR upon full satisfaction of
the performance conditions attaching to the awards.
As at the date of this announcement, a total of 15,336,437
Shares conditionally awarded to executive directors, other PDMRs
and employees of IP Group remain outstanding under the IP Group
LTIP and subject to performance conditions. A further 2,425,644
awards remain outstanding to the Group's employees under other
long-term incentive schemes including the former Touchstone
Innovations plc long-term incentive plans.
Deferred Bonus Share Plan ("DBSP")
IP Group made awards over Ordinary Shares to certain Executive
Directors, PDMRs and certain other employees under the Company's
DBSP on 25 April 2019. The awards reflect the deferral of fifty per
cent. of each person's award above GBP25,000 under the Group's
Annual Incentive Scheme ("AIS") in respect of the Group's
performance for the financial year ended 31 December 2018. The
following table sets out details of the awards made to the
Executive Directors and PDMRs:
Name of Director/PDMR Structure of award Number of Shares awarded under the Total number of Shares held under
DBSP the DBSP
Alan Aubrey Nil-Cost Option 22,564 144,915
David Baynes Nil-Cost Option 10,698 86,151
Mike Townend Nil-Cost Option 10,698 86,151
Greg Smith Nil-Cost Option 10,698 82,807
Sam Williams Nil-Cost Option 14,770 30,410
Mark Reilly Nil-Cost Option 13,314 16,820
In addition to the above, awards over a total of 109,364 shares
were made to certain other of the Group's employees.
No consideration was paid for the grant of the awards and no
consideration is due on the maturity of the awards. Fifty per cent.
of the awards will normally be exercisable on 31 March 2020 and
fifty per cent. on 31 March 2021, each generally subject to
continued employment. The awards shall be exercisable for a maximum
of three years from the date of grant.
Exercise of historic DBSP options
Certain of the Group's employees exercised DBSP options over a
total of 91,644 Shares on 26 April 2019. IP Group's employee
benefit trust satisfied the exercise of these options through the
purchase of 91,644 existing Shares at an average price of
99.7p.
Two of the Group's PDMRs, Mark Reilly and Sam Williams,
exercised DBSP options at this time. Mark Reilly sold sufficient
Shares to meet his tax liabilities, retaining the balance of
Shares, while Sam Williams sold all of the Shares resulting from
the exercise of his option.
Shares in issue
At the date of this announcement the Company has 1,059,144,595
ordinary shares in issue.
The following information is being disclosed pursuant to the
requirements of MAR.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
LTIP awards
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Alan Aubrey
Mike Townend
Greg Smith
David Baynes
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Investment Officer
Director Chief Financial Officer
Director Chief Operating Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of Ordinary Shares of 2p each in IP Group plc
instrument
Identification code ISIN: GB00B128J450
b) Nature of the transaction Grant of Options under the IP Group plc LTIP
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Alan Aubrey Nil 1,282,038
Mike Townend Nil 566,094
Greg Smith Nil 566,094
David Baynes Nil 566,094
Sam Williams Nil 226,437
Mark Reilly Nil 99,899
e) Aggregated information
-Aggregated volume Aggregated Number of Shares Granted Under the LTIP to
- Price Directors and PDMRs on 25 April 2019:
- Aggregated total 3,532,488
Price: GBP nil
f) Date of the transaction 25 April 2019.
g) Place of the transaction London Stock Exchange, Main Market
DBSP awards
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Alan Aubrey
Mike Townend
Greg Smith
David Baynes
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Investment Officer
Director Chief Financial Officer
Director Chief Operating Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of Ordinary Shares of 2p each in IP Group plc
instrument
Identification code ISIN: GB00B128J450
b) Nature of the transaction Grant of Options under the IP Group plc DBSP
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Alan Aubrey Nil cost option 22,564
Mike Townend Nil cost option 10,698
Greg Smith Nil cost option 10,698
David Baynes Nil cost option 10,698
Sam Williams Nil cost option 14,770
Mark Reilly Nil cost option 13,314
e) Aggregated information
-Aggregated volume Aggregated Number of Shares Granted Under the DBSP to
- Price Directors and PDMRs on 25 April 2019:
- Aggregated total 82,742
Price: GBP nil
f) Date of the transaction
g) Place of the transaction London Stock Exchange, Main Market
DBSP exercise
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Mark Reilly
2 Reason for the notification
a) Position/status PDMR Managing Partner, Technology
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial Ordinary Shares of 2p each in IP Group
instrument, type of instrument plc
Identification code
ISIN: GB00B128J450
b) Nature of the transaction Exercise of options in connection with
the 2018 DBSP Awards
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Mark Reilly Nil cost option
e) Aggregated information
-Aggregated volume 3,506
- Price 99.7p
- Aggregated total GBP3,495.48
f) Date of the transaction 26 April 2019
g) Place of the transaction London Stock Exchange, Main Market
2 Details of the person discharging managerial responsibilities/person closely associated
a) Name Sam Williams
2 Reason for the notification
a) Position/status PDMR Managing Partner, Life Sciences
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of Ordinary Shares of 2p each in IP Group plc
instrument
Identification code ISIN: GB00B128J450
b) Nature of the transaction Exercise of options in connection with the 2016 and 2018
DBSP Awards
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Sam Williams Nil cost option
e) Aggregated information
-Aggregated volume 31,280
- Price 99.7p
- Aggregated total GBP31,186.16
f) Date of the transaction 26 April 2019
g) Place of the transaction London Stock Exchange, Main Market
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Mark Reilly
2 Reason for the notification
a) Position/status PDMR Managing Partner, Technology
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of Ordinary Shares of 2p each in IP Group plc
instrument
Identification code ISIN: GB00B128J450
b) Nature of the transaction Sale
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Mark Reilly 99.7p 1,746
e) Aggregated information
-Aggregated volume 1,746 shares
- Price 99.7p
- Aggregated total GBP1,740.76
f) Date of the transaction 26 April 2019
g) Place of the transaction London Stock Exchange, Main Market
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Sam Williams
2 Reason for the notification
a) Position/status PDMR Managing Partner, Life Sciences
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of Ordinary Shares of 2p each in IP Group plc
instrument
Identification code ISIN: GB00B128J450
b) Nature of the transaction Sale
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Sam Williams 99.7p 31,280
e) Aggregated information
-Aggregated volume 31280
- Price 99.7p
- Aggregated total GBP31,186.16
f) Date of the transaction 26 April 2019
g) Place of the transaction London Stock Exchange, Main Market
For more information, please contact:
IP Group plc www.ipgroupplc.com
+44 (0) 20 7444 0050
Alan Aubrey, Chief Executive Officer
Greg Smith, Chief Financial Officer +44 (0) 20 7444 0062/+44 (0)
Liz Vaughan-Adams, Communications 7979 853802
Charlotte Street Partners
Andrew Wilson +44 (0) 7810 636995
David Gaffney +44 (0) 7854 609998
Notes for editors
About IP Group
IP Group is a leading intellectual property commercialisation
company which focuses on evolving great ideas, mainly from its
partner universities, into world-changing businesses. The Group has
pioneered a unique approach to developing these ideas and the
resulting businesses by providing access to business building
expertise, capital (through its 100%-owned FCA-authorised
subsidiaries IP Capital and Parkwalk Advisors), networks,
recruitment and business support. IP Group has a strong track
record of success and its portfolio comprises holdings in
early-stage to mature businesses across life sciences and
technology. IP Group is listed on the Main Market of the London
Stock Exchange under the code IPO.
For more information, please visit our website at
www.ipgroupplc.com.
ENDS
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END
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