Director's Interests

RNS Number : 2423Q

Begbies Traynor Group PLC

28 November 2016

Begbies Traynor Group plc

Director's interests

Begbies Traynor Group plc ("the Group"), the business recovery and property services consultancy announces a new contractual arrangement with Mark Fry, an executive director of the Group.

Mark Fry has become an equity member of Begbies Traynor (London) LLP ("the LLP"), a subsidiary of the Group in which the Group retains the controlling interest. Under the arrangement Mark Fry's remuneration will become entirely variable on the basis that it shall be determined as a proportion of the profits of the LLP which replaces his existing salary and bonus package. Based on the results for the financial year ended 30 April 2016 the new remuneration structure would have meant that the quantum of Mark Fry's remuneration in that year would have been broadly unchanged.

The revised agreement includes a put and call option for the Group to acquire Mark Fry's equity interest in the LLP during a 3 month period after 30 September 2019 at an agreed profit multiple or, alternatively for a nominal value in the event that a base level of profitability is not achieved over the period ("the Option"). In the event that the consideration for exercising the Option (capped at £4m in the event of significant growth in the LLP's profits) exceeds £1m, the Group has the right to pay the excess 50% in cash and 50% in ordinary shares. The Option replaces any right for Mark Fry to participate in any future awards under the Group's directors' share options and growth share plans.

In the event that the Option is exercised for anything other than nominal consideration then there is an additional contractual commitment for Mark Fry to remain with the Group for a further two years.

As this is a related party transaction, the directors (with the exception of Mark Fry) consider, having consulted with its nominated advisor (NOMAD) Canaccord Genuity Limited, that the terms of the transaction are fair and reasonable insofar as the shareholders are concerned.

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Enquiries please contact:

Begbies Traynor Group PLC 0161 837 1700

Ric Traynor - Executive Chairman

Nick Taylor - Group Finance Director

Canaccord Genuity Limited 020 7523 8350

(Nominated Adviser and Joint Broker)

Bruce Garrow / Nilesh Patel

Shore Capital 020 7408 4090

(Joint Broker)

Mark Percy / Anita Ghanekar

MHP Communications 020 3128 8100