Grant of Share Awards
05 June 2010 - 12:47AM
UK Regulatory
TIDMSVN
RNS Number : 1197N
Sovereign Reversions PLC
04 June 2010
Sovereign Reversions plc
Grant of Share Awards
Sovereign Reversions plc ("Sovereign" or the "Company"), the equity release
group, announces that on 2 March 2010, its Remuneration Committee introduced and
approved the Company's Long Term Incentive Plan ("LTIP") with a view to granting
awards over ordinary shares ("Share Awards") to its executive directors. During
December 2009, after consultation with the Company's largest shareholders Graeme
Marshall's and Rupert Pearce Gould's remuneration arrangements were altered so
as to include a larger discretionary component in the form of the LTIP
conditional upon the financial and share price performance of Sovereign and a
reduction in their fixed remuneration conditional on an LTIP being implemented
prior to 30 April 2010. At the meeting of the Remuneration Committee held on 2
March 2010, specific grants of Share Awards to executive directors were
discussed. However the Remuneration Committee was advised that the Company was
deemed under the AIM Rules to be in a close period, such that these grants could
not then be made. Graeme Marshall and Rupert Pearce Gould have been paid at the
agreed reduced salary levels since 1 November 2009 and 1 January 2010,
respectively despite grants of Share Awards under the LTIP not having been made.
Earlier today the Company announced that it had reached agreement on the terms
of a recommended acquisition by Grainger plc for all of the issued and to be
issued ordinary share capital of Sovereign. As a result, the Company is no
longer in a close period. Accordingly, the Company has granted Share Awards
over 90,098 ordinary shares under the terms of its LTIP. Graeme Marshall, the
Chief Executive and Rupert Pearce Gould, an executive director of Sovereign,
have been awarded Share Awards over 69,711 and 20,387 ordinary shares,
respectively. Graeme Marshall and Rupert Pearce Gould have agreed to waive their
rights to revert to their previous remuneration levels in consideration for the
grant of the Share Awards.
The Share Awards granted pursuant to the LTIP are not exercisable for a period
of three years and will only be capable of exercise if the Company's share price
exceeds 104 pence per ordinary share as at 4 June 2013, being the three year
anniversary of the Share Awards, subject to performance criteria being met. In
the event of a change of control to Sovereign, the Share Awards vest
immediately, also subject to performance criteria being met.
The Panel on Takeovers and Mergers (the "Panel") having been consulted on the
aforementioned grant of Share Awards, is satisfied that there is no need to
obtain shareholders' consent under Rule 21 - Restrictions on Frustrating Action
of the Takeover Code.
Following the grant of the Share Awards, Graeme Marshall's aggregate disclosable
interest is 1,077,388 ordinary shares or 6.36 per cent. of the total voting
rights of the Company and Share Awards over 69,711 ordinary shares.
Following the grant of the Share Awards, Rupert Pearce Gould is interested in
76,337 ordinary shares or 0.45 per cent. of the total voting rights of the
Company and Share Awards over 20,387 ordinary shares.
The LTIP is a discretionary scheme which has been established for the purpose of
incentivising and retaining the Company's executive management. The Remuneration
Committee has responsibility for determining the quantum of Share Awards and
performance targets under the LTIP. Share Awards granted under the LTIP are
first satisfied from the Company's treasury shares.
For further information please contact:
+----------------------------------------------+--------------+
| Mark Baker, Wriglesworth Consultancy | Tel: 07980 |
| | 635243 |
+----------------------------------------------+--------------+
| | |
+----------------------------------------------+--------------+
| Graeme Marshall, Chief Executive, Sovereign | Tel: 01234 |
| Reversions plc | 356300 |
+----------------------------------------------+--------------+
| | |
+----------------------------------------------+--------------+
| Charles Stanley Securities, Nominated | Tel: 020 |
| Adviser | 7149 6000 |
+----------------------------------------------+--------------+
| Dugald Carlean / Ben Johnston | |
+----------------------------------------------+--------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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