Vesting of RSUs and PDMR Dealings

RNS Number : 2505I

Boku Inc

31 March 2020

 

31 March 2020

Boku, Inc.

("Boku" or the "Company" and, together with its subsidiaries, the "Group")

Vesting of Restricted Stock Units and PDMR Dealings

The Company announces that on 26 March 2020, restricted stock units ("RSUs") over 1,726,893 common shares of $0.0001 each in the Company ("Common Shares") vested for certain employees, including the PDMRs listed below, and ex-employees. This vesting triggered immediate tax liabilities that were satisfied by partial sales of the Common Shares. The net increases in shareholdings for the PDMRs are as follows:

Name	Role	Net shares acquired	Resultant shareholding	% of issued share capital
Jon Prideaux	CEO	21,999	2,615,923	1.020%
Adam Lee	PDMR	9,848	1,058,723	0.413%
Mark Stannard	PDMR	9,126	204,493	0.080%
Mike Cahill	PDMR	21,849	325,404	0.127%
Mark Britto	Non-Executive Chairman	29,257	9,053,372	3.529%

The Company also announces that, on 26 March 2020, Mark Britto, Non-Executive Chairman, was issued 1,567,110 RSUs over Common Shares (the "Replacement RSUs"). These RSUs were issued to replace options   over 2,052,457 Common Shares which were originally granted on 28 October 2016 and had an exercise price of USD$0.28 (the "Stock Options"). Mr. Britto was unable to exercise the Stock Options prior to their lapsing date of 15 March 2020 due to the Company being in a closed period ahead of the announcement of its audited preliminary financial results for the period ended 31 December 2019 ("Closed Period"). Accordingly, in order to replace the expired Stock Options, the Board, on the recommendation of the Board's Remuneration Committee, issued the Replacement RSUs on the expiry of the Closed Period. These Replacement RSUs have, in aggregate, the same economic value as the expired Stock Options and will vest on 1 September 2020 or within 10 days following the release of the Company's interim results for 2020.

Further details of the above transactions are detailed in the disclosure tables below.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.  

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	(i)  Jon Prideaux (ii)  Adam Lee (iii)  Mark Stannard (iv)  Mike Cahill (v)   Mark Britto
2.	Reason for the notification
a.	Position/status	(i)  Chief Executive Officer (ii)  Chief Product Officer (iii) Chief Business Officer, Payments (iv) Chief Operating Officer (v) Non-Executive Chairman
b.	Initial notification / Amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Boku, Inc.
b.	LEI	549300Y4P2ZPFKCZ0C60
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	Common Shares of $0.0001 each USU7744C1063
b.	Nature of the transaction	Acquisition of Common Shares, following vesting of restricted stock units under the 2009 and 2017 Equity Incentive Plans
c.	Price(s) and volume(s)	Price(s) Volume(s) (i)  Nil 41,667 (ii)  Nil 16,667 (iii)  Nil 17,292 (iv)  Nil 33,334 (v)    Nil 41,667
d.	Aggregated information -Aggregated volume -Price	N/A - single transactions as above in (c)
e.	Date of the transaction	26/03/2020
f.	Place of the transaction	Outside a trading venue

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	(i)  Jon Prideaux    (ii)  Adam Lee (iii) Mark Stannard (iv)  Mike Cahill (v)   Mark Britto
2.	Reason for the notification
a.	Position/status	(i)  Chief Executive Officer    (ii)  Chief Product Officer (iii) Chief Business Officer, Payments (iv) Chief Operating Officer (v)  Non-Executive Chairman
b.	Initial notification / Amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Boku, Inc.
b.	LEI	549300Y4P2ZPFKCZ0C60
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	Common Shares of $0.0001 each USU7744C1063
b.	Nature of the transaction	Sale of sufficient Common Shares to meet tax liabilities as a condition of the vesting restricted stock units
c.	Price(s) and volume(s)	Price(s) Volume(s) (i) 82p 19,668 (ii) 82p 6,819 (iii)  80p 8,166 (iv)   82p 11,485 (v)   82p 12,410
d.	Aggregated information -Aggregated volume -Price	N/A - single transactions as above in (c)
e.	Date of the transaction	30/03/2020
f.	Place of the transaction	London Stock Exchange (XLON); AIM

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	Mark Britto
2.	Reason for the notification
a.	Position/status	Non-Executive Chairman
b.	Initial notification / Amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Boku, Inc.
b.	LEI	549300Y4P2ZPFKCZ0C60
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	Common Shares of $0.0001 each USU7744C1063
b.	Nature of the transaction	Issue of restricted stock units
c.	Price(s) and volume(s)	Price(s) Volume(s) nil 1,567,110
d.	Aggregated information -Aggregated volume -Price	N/A - single transaction as above in (c)
e.	Date of the transaction	26/03/2020
f.	Place of the transaction	Outside a trading venue

Enquiries:

Boku, Inc. Jon Prideaux, Chief Executive Officer Keith Butcher, Chief Financial Officer	[phone]
Peel Hunt LLP (Nominated Adviser and Broker) Edward Knight / Nick Prowting / Christopher Golden	[phone]
IFC Advisory Limited (Financial PR & IR) Tim Metcalfe / Graham Herring / Florence Chandler	[phone]

Notes to Editors

Boku Inc. (AIM: BOKU) is one of the world's leading providers of carrier commerce and mobile identity solutions. Boku's technology platform, which is linked to more than 190 mobile network operators worldwide, verifies user identity, executes payments, and provisions new services, simplifying daily mobile interactions between consumers and digital organizations.

Boku's technology platform is used in over 59 countries with over 815 million verified transactions in 2019, contributing $5 billion to the digital economy. Businesses that currently employ Boku's platform to simplify sign-up, acquire new paying users and prevent fraud include global leaders such as Apple, Discover, Experian, Facebook, Fiserv, Google, Microsoft, Netflix, PayPal, Sony, Spotify, Uber and Western Union.

Boku Inc. was incorporated in 2008 and is headquartered in London, UK, with offices in various locations globally including in the US, Mumbai, Munich, Beijing, Paris, Sao Paulo, Singapore, Taipei, and Tokyo.

To learn more about Boku Inc., please visit:  https://www.boku.com

 

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