Discretionary Share Incentive Plan & 2021 Awards

RNS Number : 3052P

Equals Group PLC

18 October 2021

 

18 October 2021

Equals Group plc

('Equals', the 'Company' or the 'Group')

Discretionary Share Incentive Plan and 2021 Awards

Equals (AIM:EQLS) , the fintech payments group focused on the SME marketplace, announces the Group is adopting a share incentive plan (SIP) and a discretionary incentive plan to help attract and retain people and further align rewards with long-term shareholder interests.

The Group has consulted its major shareholders who are supportive of the long-term alignment of all staff, executives and executive directors with shareholder value creation in this way.

Further details on the discretionary incentive plan are set out below. The proposed grants to be made in 2021 on both plans are also below.

The Equals Group plc 2021 Discretionary Incentive Plan ('Plan')

The Plan, which replaces the previous 2014 plan, is a discretionary employee share plan which will allow the grant of the common types of share incentives (together being the 'Awards'), at different times and on different terms under one umbrella plan (for administrative convenience).  The award types covered by the plan are:

· tax-efficient Company Share Option Plan options ('CSOP Options') which may be granted to selected employees and full-time directors of the Group worth, over time, up to £30,000 per individual at the date of grant;

· conditional share awards which would give selected participants the right to acquire Shares of the Company if certain pre-determined conditions are satisfied ('Conditional Share Awards');

· options, with a nil, nominal value, or market value exercise price, to acquire ordinary shares in the Company if certain pre-determined conditions are satisfied ('Unapproved Options'); and

· awards to be paid in cash based on the Market Value of a specified number of Shares in the Company if certain pre-determined conditions are satisfied ('Phantom Awards')

The Plan has been designed to be fully compliant with current good practice including provisions for holding periods after vesting, malus and clawback provisions, and change of control clauses which ensure awards will not automatically vest should such a change occur.

Overall responsibility for the operation and administration of the Plan will be vested with the Remuneration Committee of the Board of Directors of the Company (the 'Committee') which will make decisions about participation, size and timing of grant of Awards.

The total number Ordinary Shares which can be issued under the Plan together with all other (past and present) share plans of the Group will be restricted to 10 per cent. of the Company's issued share capital.  Ordinary Shares which are purchased from the market to satisfy Awards or Shares subject to awards which are released or lapsed without being exercised are excluded for the purposes of calculating the utilisation of the limit.

 

2021 Awards under the plans

Initially, the Committee will grant the following awards under the plans:

· Share Incentive Plan ('SIP')

An initial award with a value equivalent to 4,000 new ordinary shares in the capital of the Company ('Ordinary Shares') to be granted to each of the 195 employees of the Group who have one year's service or more as of 19^th October 2021 (being the date of grant), in the form of a SIP Free Shares award.  The valuation of the Ordinary Shares granted will be the market closing price on the dealing day prior to the award.  There are no performance conditions and no purchase price. The award is subject to a 3 year 'holding period' in the SIP Trust. Staff who leave employment before the end of the holding period will lose their award, subject to certain limited 'good leaver' conditions.

· Discretionary Incentive Plan (1)

A key staff retention grant of awards over a total of 2,505,000 new Ordinary Shares across 38 selected employees (excluding Executive Directors). The awards under this category will be in the form of Conditional Share Awards without performance conditions which will normally vest on the third anniversary of the grant of the award and be subject to a two-year holding period thereafter.  The Conditional Share Awards will not have an exercise price and shares will be issued in satisfaction of the awards only following vesting. Participants who leave employment before vesting will lose their award, subject to certain limited 'good leaver' conditions.

· Discretionary Incentive Plan (2)

A performance related share grant of awards over new Ordinary Shares to the executive directors; the awards under this category will be in the form of Conditional Share Awards with performance conditions.  They will normally vest on the third anniversary of the grant of the award, subject to the satisfaction of the pre-determined performance conditions and such vested shares will be subject to a two-year holding period thereafter. The target award level is 1,250,000 shares, whilst the exact award level will be determined on a sliding scale dependent on CAGR of revenue, active customers, EPS and ESG KPIs.  The minimum share price threshold for the award will be 80 pence. Participants who leave employment before vesting will lose their award, subject to certain limited 'good leaver' conditions.

Set out below is a table of grants under the Plan to certain Directors and persons discharging managerial responsibilities / person closely associated ('PDMRs').

PERSON		JOB TITLE			LTIP		SIP		TOTAL
Ian Strafford-Taylor		Chief Executive Officer			750,000*		4,000		754,000
Richard Cooper		Chief Financial Officer			500,000*		4,000		504,000
Andrew Phillips		Chief Technology Officer			250,000		4,000		254,000
Matthijs Boon		Chief Operating Officer			250,000		4,000		254,000
Simon England		MD Digital Payments			250,000		4,000		254,000
James Simcox		Chief Product Officer			250,000		4,000		254,000
* - award dependent on performance criteria

The following disclosures are made in accordance with Article 19 of the EU Market Abuse Regulation 596/2014.

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Ian Strafford-Taylor
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	Equals plc
b)	LEI	213800CPI5S2GYB3RI27
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	Options over Ordinary Shares of £0.01 each Issue of Ordinary Shares of £0.01 each ISIN: GB00BLS0XX25
b)	Nature of the transaction	Grant of options Issue or Ordinary Shares
c)	Price(s) and volume(s)	750,000 options over Ordinary Shares at nil pence (being the LTIP grant) 4,000 Ordinary Shares at nil pence (being the SIP grant)
d)	Aggregated information - Aggregated  volume - Price	N/A
e)	Date of the transaction	17 October 2021 18 October 2021
f)	Place of the transaction	London Stock Exchange, AIM
1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Richard Cooper
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	Equals plc
b)	LEI	213800CPI5S2GYB3RI27
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	Options over Ordinary Shares of £0.01 each Issue of Ordinary Shares of £0.01 each ISIN: GB00BLS0XX25
b)	Nature of the transaction	Grant of options Issue or Ordinary Shares
c)	Price(s) and volume(s)	500,000 options over Ordinary Shares at nil pence 4,000 Ordinary Shares at nil pence
d)	Aggregated information - Aggregated  volume - Price	N/A
e)	Date of the transaction	17 October 2021 18 October 2021
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Andrew Phillips
2	Reason for the notification
a)	Position/status	Chief Technology Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Equals plc
b)	LEI	213800CPI5S2GYB3RI27
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	Options over Ordinary Shares of £0.01 each Issue of Ordinary Shares of £0.01 each ISIN: GB00BLS0XX25
b)	Nature of the transaction	Grant of options Issue or Ordinary Shares
c)	Price(s) and volume(s)	250,000 options over Ordinary Shares at nil pence 4,000 Ordinary Shares at nil pence
d)	Aggregated information - Aggregated  volume - Price	N/A
e)	Date of the transaction	17 October 2021 18 October 2021
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Matthijs Boon
2	Reason for the notification
a)	Position/status	Chief Operating Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Equals plc
b)	LEI	213800CPI5S2GYB3RI27
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	Options over Ordinary Shares of £0.01 each Issue of Ordinary Shares of £0.01 each ISIN: GB00BLS0XX25
b)	Nature of the transaction	Grant of options Issue or Ordinary Shares
c)	Price(s) and volume(s)	250,000 options over Ordinary Shares at nil pence 4,000 Ordinary Shares at nil pence
d)	Aggregated information - Aggregated  volume - Price	N/A
e)	Date of the transaction	17 October 2021 18 October 2021
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Simon England
2	Reason for the notification
a)	Position/status	MD Digital Payments
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Equals plc
b)	LEI	213800CPI5S2GYB3RI27
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	Options over Ordinary Shares of £0.01 each Issue of Ordinary Shares of £0.01 each ISIN: GB00BLS0XX25
b)	Nature of the transaction	Grant of options Issue or Ordinary Shares
c)	Price(s) and volume(s)	250,000 options over Ordinary Shares at nil pence 4,000 Ordinary Shares at nil pence
d)	Aggregated information - Aggregated  volume - Price	N/A
e)	Date of the transaction	17 October 2021 18 October 2021
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	James Simcox
2	Reason for the notification
a)	Position/status	Chief Product Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Equals plc
b)	LEI	213800CPI5S2GYB3RI27
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	Options over Ordinary Shares of £0.01 each Issue of Ordinary Shares of £0.01 each ISIN: GB00BLS0XX25
b)	Nature of the transaction	Grant of options Issue or Ordinary Shares
c)	Price(s) and volume(s)	250,000 options over Ordinary Shares at nil pence 4,000 Ordinary Shares at nil pence
d)	Aggregated information - Aggregated  volume - Price	N/A
e)	Date of the transaction	17 October 2021 18 October 2021
f)	Place of the transaction	London Stock Exchange, AIM

- Ends -

For more information, please contact:

Equals Group plc
Ian Strafford-Taylor, CEO Richard Cooper, CFO	Tel: [phone] www.equalsplc.com
Canaccord Genuity (Nominated Advisor / Broker)
Bobbie Hilliam / Georgina McCooke Alex Aylen (Sales)	Tel: [phone]
Buchanan (Financial Communications)
Henry Harrison-Topham / Steph Whitmore / Toto Berger [e-mail]	Tel: [phone] www.buchanan.uk.com

Notes to Editors:

Equals Group is a technology-led international payments group augmented by a highly personalised service for the payment needs of SMEs whether these be FX, card payments or via Faster Payments. Founded in 2007, the Group listed on AIM in 2014 and currently employs around 250 staff across sites in London and Chester.  For more information, please visit www.equalsplc.com.

 

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