Grant of incentive awards, new shares and TVR

Alpha Fin Markets Consulting plc

05 July 2023

 

5 July 2023

Alpha Financial Markets Consulting plc

('Alpha FMC', 'Alpha', the 'Company' or 'Group')

Issue of new shares, grant of incentive awards, PDMR dealing

and total voting rights

Alpha FMC (AIM: AFM), a leading global provider of specialist consultancy services to the asset management, wealth management and insurance industries, announces that the Company has made a grant of staff incentive awards under the Company's Management Incentive Plan ("MIP").

On 4 July 2023, the Company granted 2,729,582 awards under its MIP to its management team globally, comprising 1,197,391 UK Joint Share Ownership Plan awards ("JSOP Shares") and 1,532,191 MIP share options ("MIP Awards"). 

These JSOP Shares and MIP Awards (i) have a nominal or nil consideration, (ii) will vest after three years, (iii) have a 10-year term, and (iv) are subject to certain individual or Group performance conditions. The performance conditions of the MIP Awards and JSOP Shares include: (i) relevant country, divisional or Group FY 24 budgetary performance targets, (ii) individual sales, delivery excellence and behavioural targets (iii) total shareholder return of a basket of comparable companies over three years, as applicable.   

Following the 2,729,582 MIP Awards and JSOP Shares awarded on 4 July 2023, the Company will have 11,907,505 unvested MIP and JSOP Shares outstanding in total. The total unvested MIP options and JSOP Shares outstanding represent approximately 9.76% of the issued share capital of the Company, of which approximately 2.24% was awarded on 4 July 2023. Approximately 2.9m awards granted in July 2020 will vest in late July 2023.

As set out in the Company's AIM Admission Document, no more than 10% of the total share capital of the Company from time to time shall be subject to unvested JSOP Shares, Options and Restricted Stock Unit ("RSU") awards that are granted under the MIP.

Of the 4 July 2023 MIP Awards, 201,005 have been granted to Luc Baqué and 87,939 have been granted to John Paton, both persons discharging managerial responsibilities ("PDMRs"). In addition, Luc Baqué has been granted a further 179,487 MIP awards in relation to FY 23, deferred from last year to comply with the requirements of the French MIP rules to which he was previously subject.

A total of 1,500,000 ordinary shares of 0.075 pence per share in the Company ("New Ordinary Shares") will be issued by the Company to the Employee Benefit Trust ("EBT"), of which 1,197,391 will be used for the JSOP Shares and 302,609 will be held by the EBT for the satisfaction of future share option awards. Application has been made for the New Ordinary Shares, which will rank pari passu with the Company's existing issued Ordinary Shares, to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and that trading in the New Ordinary Shares will commence on or around 11 July 2023. 

Following Admission, the total number of voting rights in the Company is 122,009,736. This figure includes the 7,509,182 Ordinary Shares currently held in the EBT as these Ordinary Shares hold voting rights albeit the EBT does not exercise these voting rights nor receive dividends in respect of these shares. Therefore, currently 114,500,554 Ordinary Shares have exercisable voting rights and the Group's earnings per share calculation excludes these 7,509,182 Ordinary Shares held by the EBT.

This figure 122,009,736 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Following the grant of the MIP awards and Admission, Luc Baqué holds 839,678 MIP options and he and his immediate family are beneficially interested in 1,223,114 Ordinary Shares representing 1.00% of the Company's total voting rights. Also, further to the grant of the MIP awards, John Paton holds 375,337 MIP options and JSOP Shares and he and his immediate family are beneficially interested in 158,741 Ordinary Shares representing 0.13% of the Company's total voting rights.

The notifications below, made in accordance with the requirements of Article 19 of the UK Market Abuse Regulation, provide additional detail. 

Notification and public disclosure of transactions by persons discharging managerial responsibilities (PDMR) and persons closely associated with them (PCA)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Luc Baqué
2	Reason for the notification
a)	Position/status	Chief Executive Officer
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Alpha Financial Markets Consulting plc
b)	LEI	2138003XGYCLWLC7GF39
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 instrument Identification code	Grant of share award over Ordinary Shares of 0.075p each ISIN: GB00BF16C058
b)	Nature of the transaction	Share award granted under the Alpha Financial Markets Consulting plc Management Incentive Plan
c)	Price and volume	Price Volume Nil 201,005 Nil 179,487
d)	Aggregated information	As above
	Date of the transaction	4 July 2023
f)	Place of the transaction	Outside a trading venue

Notification and public disclosure of transactions by persons discharging managerial responsibilities (PDMR) and persons closely associated with them (PCA)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	John Paton
2	Reason for the notification
a)	Position/status	Chief Financial Officer
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Alpha Financial Markets Consulting plc
b)	LEI	2138003XGYCLWLC7GF39
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 instrument Identification code	Grant of share award over Ordinary shares of 0.075p each ISIN: GB00BF16C058
b)	Nature of the transaction	Share award granted under the Alpha Financial Markets Consulting plc Management Incentive Plan
c)	Price and volume	Price Volume £1 total consideration 87,939
d)	Aggregated information	As above
	Date of the transaction	4 July 2023
f)	Place of the transaction	Outside a trading venue

Enquiries:

For further information, please contact:

Alpha Financial Markets Consulting plc	[phone]
Luc Baqué (Chief Executive Officer) John Paton (Chief Financial Officer)
Investec Bank plc - Nominated Adviser and Joint Corporate Broker	[phone]
Patrick Robb James Rudd Harry Hargreaves
Berenberg - Joint Corporate Broker	[phone]
Toby Flaux James Thompson Alix Mecklenburg-Solodkoff
Camarco - Financial PR	[phone]
Ed Gascoigne-Pees Phoebe Pugh
Prism Cosec - Company Secretary	[phone]
Sally Chandler

About Alpha FMC:

Headquartered in the UK and quoted on the AIM of the London Stock Exchange, Alpha is a leading global provider of specialist consultancy services to the asset management, wealth management and insurance industries.

It has the largest dedicated team in those industries, with approximately 1,000 consultants globally, operating from 17 client-facing offices spanning the UK, North America, Europe and APAC. Alpha has worked with all of the world's top 20 and 80% of the world's top 50 asset managers by AUM, along with a wide range of insurance and other buy-side firms.

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