Long Term Incentive Plan Awards

RNS Number : 7845Q

Duke Royalty Limited

29 October 2021

 

29 October 2021

Duke Royalty Limited

("Duke Royalty", "Duke" or the "Company")

Long Term Incentive Plan ("LTIP") Awards

Issue of Equity

Director/PDMR Dealings

New grant under LTIP  

Duke Royalty Limited (AIM: DUKE), a provider of alternative capital solutions to a diversified range of profitable and long-established businesses in Europe and abroad, announces that the Company's Remuneration Committee has approved the grant of a total of 2,108,000 conditional rights to acquire ordinary shares of no par value ("Performance Share Awards" or "PSAs") under the Company's Long-Term Incentive Plan ("LTIP"). The LTIP framework was detailed within the Company's admission document which was published on 20 March 2017 and was put into place post Admission.

PSAs for the financial year to 31 March 2021 have been granted are as follows:

Neil Johnson	470,500
Charlie Cannon Brookes	423,500
Other employees (non-PDMRs)	1,214,000
Total	2,108,000

The PSAs vest after a period of three years and are subject to various performance conditions outlined in the Company's admission document (and available on the Company's website) and set by the Remuneration Committee, all in accordance with the LTIP rules. The LTIP Awards will be subject to performance conditions, (50 per cent. based on growth in total shareholder return ("TSR") and 50 per cent. on growth in total cash available for distribution per share ("TCAD per Share")). TSR can be defined as the returns generated by shareholders based on the combined value of the dividends paid out by the Company and the share price performance over the period in question.

Vesting of 2018 PSAs, transfer from EBT & Director/PDMR interests

The Company also announces that a total of 1,456,875 PSAs previously granted under the Company's 2018 LTIP award have vested, representing 87.5% of the PSAs granted at that time.

Of these 1,456,875 existing ordinary shares issued, which have now been transferred to the beneficiaries, 250,000 have been sold at a price of 41.54 pence in order to meet certain tax liabilities arising upon issue of the PSAs, with the balance of the New Ordinary Shares being retained by the participants in accordance with the terms of the Scheme. Further information is set out within the PDMR notification tables below.

Following the various transactions detailed above, the following Directors / PDMRs have the following total interest in ordinary shares and options:

Director/PDMR	Total ordinary shares held	Total shares under option (3)
Neil Johnson (1)	4,741,673	2,820,500
Charlie Cannon Brookes (2)	6,717,530	2,650,000

(1)  Mr Johnson is Abingdon Capital Corporation's sole voting shareholder which legally owns 1,834,223 ordinary shares included within this figure.

(2)  Mr Cannon Brookes is the investment director and shareholder of Arlington Asset Management Limited ("Arlington"). This figure includes 3,000,000 ordinary shares legally owned by Arlington.

(3)  Includes PSAs under the Company's LTIP.

Total voting rights and EBT shares

In order to maintain an appropriate level of headroom within the Company's EBT, the Company has issued 791,875 new ordinary shares into the Duke Royalty Employee Benefit Trust ("EBT"), ownership of which shall be transferred, in part or in full, to individual beneficiaries, subject to achievement of the performance criteria following the vesting period. Application has been made for these 791,875 shares to be admitted to trading on AIM, which is expected to occur on 1 November 2021 ("Admission"). 

Following Admission and transfer of the 791,875 shares to LTIP beneficiaries, the Company will have 358,803,360 ordinary shares in issue admitted to trading on AIM, of which 10,190,000 will be held by the EBT. This figure (358,803,360) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to, their interest in the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

For further information, please visit  www.dukeroyalty.com , or contact: 

Duke Royalty Limited	Neil Johnson / Charlie Cannon Brookes / Hugo Evans	[phone]
Cenkos Securities plc  (Nominated Adviser and Joint Broker)	Stephen Keys / Callum Davidson / Julian Morse	[phone]
Canaccord Genuity (Joint Broker)	Adam James / Georgina McCooke	[phone]
SEC Newgate (PR)	Elisabeth Cowell/Richard Bicknell/ Megan Kovach	[phone]    [e-mail]

Notifications of dealings by PDMRs:

1.	Details of the person discharging managerial responsibilities/persons closely associated
a)	Name	Neil Johnson
2.	Reason for notification
a)	Position/Status	Chief Executive Officer
b)	Initial notification/amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Duke Royalty Limited
b)	LEI	213800GUTKPSJ39SER44
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 and identification code	Ordinary shares of nil par value GG00BYZSSY63
b)	Nature of transaction	Grant of conditional performance share awards under LTIP
c)	Price(s) and volume(s)	Price(s) Volume(s) N/A 470,500
d)	Aggregated Information	n/a
e)	Date of transaction	Award date 29 October 2021
f)	Place of transaction	Outside a trading venue

1.	Details of the person discharging managerial responsibilities/persons closely associated
a)	Name	Neil Johnson
2.	Reason for notification
a)	Position/Status	Chief Executive Officer
b)	Initial notification/amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Duke Royalty Limited
b)	LEI	213800GUTKPSJ39SER44
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 and identification code	Ordinary shares of nil par value GG00BYZSSY63
b)	Nature of transaction	Acquisition of ordinary shares following vesting of conditional performance share awards under LTIP
c)	Price(s) and volume(s)	Price(s) Volume(s) N/A 743,750
d)	Aggregated Information	n/a
e)	Date of transaction	29 October 2021
f)	Place of transaction	Outside a trading venue

1.	Details of the person discharging managerial responsibilities/persons closely associated
a)	Name	Neil Johnson
2.	Reason for notification
a)	Position/Status	Chief Executive Officer
b)	Initial notification/amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Duke Royalty Limited
b)	LEI	213800GUTKPSJ39SER44
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 and identification code	Ordinary shares of nil par value GG00BYZSSY63
b)	Nature of transaction	Sale of ordinary shares following vesting of conditional performance share awards under LTIP to cover tax liability
c)	Price(s) and volume(s)	Price(s) Volume(s) 41.54p per share 250,000
d)	Aggregated Information	n/a
e)	Date of transaction	29 October 2021
f)	Place of transaction	Outside a trading venue
1.	Details of the person discharging managerial responsibilities/persons closely associated
a)	Name	Charlie Cannon Brookes
2.	Reason for notification
a)	Position/Status	Executive Director
b)	Initial notification/amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Duke Royalty Limited
b)	LEI	213800GUTKPSJ39SER44
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 and identification code	Ordinary shares of nil par value GG00BYZSSY63
b)	Nature of transaction	Grant of conditional performance share awards under LTIP
c)	Price(s) and volume(s)	Price(s) Volume(s) N/A 423,500
d)	Aggregated Information	n/a
e)	Date of transaction	Award date 29 October 2021
f)	Place of transaction	Outside a trading venue
1.	Details of the person discharging managerial responsibilities/persons closely associated
a)	Name	Charlie Cannon Brookes
2.	Reason for notification
a)	Position/Status	Executive Director
b)	Initial notification/amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Duke Royalty Limited
b)	LEI	213800GUTKPSJ39SER44
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 and identification code	Ordinary shares of nil par value GG00BYZSSY63
b)	Nature of transaction	Acquisition of ordinary shares following vesting of conditional performance share awards under LTIP
c)	Price(s) and volume(s)	Price(s) Volume(s) N/A 525,000
d)	Aggregated Information	n/a
e)	Date of transaction	29 October 2021
f)	Place of transaction	Outside a trading venue

 

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