Grant of Options

Plant Health Care PLC

24 July 2023

 

24 July 2023

Plant Health Care plc

("Plant Health Care" or "the Company")

Grant of Options

Director/PDMR shareholdings

 
Plant Health Care (AIM: PHC), a leading provider of novel patent-protected biological products to global agricultural markets, announces that on 21 July 2023 the Company awarded options to executive directors and certain employees under the Company's 2017 Employee Share Option Plan (the 'Plan').

The Company has awarded options in respect of a total of 1.955 million shares with an exercise price of 1p per share under the Plan (the "Option Shares") (representing 0.57% of the Company's current issued share capital) that vest upon the earlier of: (a) the date of a Change of Control; or (b) upon satisfaction of both the Service-Based Requirement and the Performance-Based Requirements set out below.

Performance-Based Requirements

50% of the Option Shares vest in accordance with the adjusted 2023 EBITDA as set out below:

25% of options vest for adjusted 2023 EBITDA growth equal to 90% of budget

50% of options vest for adjusted 2023 EBITDA growth equal to the 2023 budget

75% of options vest for adjusted 2023 EBITDA growth equal to 105% of budget

100% of options vest for adjusted 2023 EBITDA growth equal to 110% of budget

Straight-line pro-rating between these targets.

50% of the Option Shares vest in accordance with the share price as set out below:

25% of the options vest for a share price of 9p

50% of the options vest for a share price of 10p

75% of the options vest for a share price of 11p

100% of the options vest for a share price of 12p

Straight-line pro-rating between these targets.

Service-Based Requirements:

For all United States based employees no option shall be exercised before the two-year anniversary of the date of grant.

The options will expire after five years from the date of grant. The vesting criteria of the options can be modified at the discretion of the Remuneration Committee of the Company.

The Option Shares include an award to Jeffrey Hovey and Jeffrey Tweedy.

Name	Position	Number of shares subject to the Option
Jeffrey Tweedy	Chief Executive Officer	1,150,000
Jeffrey Hovey	Chief Financial Officer	805,000

Bill Lewis, Chair of the Remuneration Committee, commented: 

"As announced previously, the Company has noted the concern raised by ISS in respect of the performance targets set on the vesting of LTIP awards.  At that time, we committed to reviewing the LTIP plan and associated performance criteria, in order to align with best practice.  Our conclusion was to introduce EBITDA as a new hurdle and give it equal weighting to the share price hurdle.  We believe that EBITDA is the measure of profit which management is best placed to influence.  We believe this change more closely reflects the impact of management's actions on the success of the company, while maintaining the strong link to shareholder value creation as reflected in the share price.  The targets we have set are aligned to the mid-term financial targets previously shared with the market."

Enquiries

Plant Health Care plc
Jeffrey Tweedy - Chief Executive Office Jeffrey Hovey - Chief Financial Officer	[phone]
Cenkos Securities plc - Nomad and Broker Neil McDonald / Pete Lynch	[phone]
SEC Newgate - Financial PR Robin Tozer George Esmond Harry Handyside	[phone]

Company website: www.planthealthcare.com

The information set out below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Jeffrey Hovey
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	Plant Health Care plc
b)	LEI	213800KBQPJZ2FM8QH27
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 1p each GB00B01JC540
b)	Nature of the transaction	Grant of 1p Options under the 2017 Employee Share Option Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) 1p 805,000
d)	Aggregated information - Aggregated volume - Price	805,000 ordinary shares of 1p per share par value As above
e)	Date of the transaction	21 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Jeffrey Tweedy
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	Plant Health Care plc
b)	LEI	213800KBQPJZ2FM8QH27
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 1p each GB00B01JC540
b)	Nature of the transaction	Grant of 1p options under the 2017 Employee Share Option Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) 1p 1,150,000
d)	Aggregated information - Aggregated volume - Price	1,150,000 ordinary shares of 1p per share par value As above
e)	Date of the transaction	21 July 2023
f)	Place of the transaction	Outside a trading venue

 

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