Issue of shares to non-executive directors

Sabien Technology Group PLC

19 November 2024

 

19 November 2024

Sabien Technology Group plc
("Sabien" or the "Company")

Issue of shares to non-executive directors

Sabien (AIM: SNT), a leading provider of energy reduction technologies, announces the issue of new ordinary shares of 3p each in the capital of the Company ("Ordinary Shares") to Charles Goodfellow and Ranald McGregor-Smith in satisfaction of their aggregated outstanding remuneration of £43,750.

In line with the Company's cost saving strategy as well as to allow Sabien to follow its growth plans without unduly diluting shareholders in a difficult funding environment,  the Company's non-executive directors have agreed to receive their outstanding remuneration in new Ordinary Shares. This will allow the Company to carefully control its cash flows.

In total, 448,717 new Ordinary Shares have been issued (the "NED Shares") at a deemed issue price of 9.75p per new Ordinary Share. The following amounts will be settled in new Ordinary Shares with fractional entitlements rounded down:

DIRECTOR	COUNTERPARTY	OUTSTANDING REMUNERATION £	PRICE PER NEW ORDINARY SHARE PENCE	NEW ORDINARY SHARES ISSUED	TOTAL BENEFICIAL INTEREST POST ISSUE
Charles Goodfellow	Woodlands Lery Limited	17,500	9.75	179,487	279,487
Ranald McGregor-Smith	Bridgend Finance Limited	26,250	9.75	269,230	269,230
		43,750		448,717

Any VAT payable on the remuneration will be paid in cash.

Admission to trading on AIM

On 18 November 2024, the Company announced details of its annual general meeting to take place at 10.00 a.m. on 19 December 2024 at the offices of Peterhouse Capital Limited, 80 Cheapside, London, EC2V 6DZ (the "AGM").

The Company also announced on 20 August 2024 the issue of 893,035 new Ordinary Shares at a deemed issue price of 9.175 pence per new Ordinary Share to satisfy £61,936 of the executive directors' outstanding remuneration and £25,000 of other liabilities. The Company clarifies that due to a clerical error the reference to 893,035 new Ordinary Shares was incorrect and should have been 947,531 new Ordinary Shares.

Application will be made to the London Stock Exchange plc for the 448,717 NED Shares as well as the 947,531 new Ordinary Shares to be admitted to trading on AIM ("Admission").

Subject to the passing of the necessary resolutions to allot and issue 1,396,248 new Ordinary Shares at the Company's AGM, it is currently anticipated that Admission will become effective and that dealings in the 1,396,248 new Ordinary Shares will commence on AIM at 8.00 a.m. on or around 23 December 2024.

Total voting rights

On Admission, the Company will have 25,027,383 Ordinary Shares in issue, each with one voting right. There are no shares held in treasury. Therefore, the Company's total number of Ordinary Shares in issue and voting rights will be 25,027,383 and this figure may be used by Shareholders from Admission 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 FCA's Disclosure Guidance and Transparency Rules.

Related party transaction

The issue of the 448,717 NED Shares to Charles Goodfellow and Ranald McGregor-Smith is deemed to be a related party transaction pursuant to rule 13 of the AIM Rules for Companies (together the "Transaction"). Accordingly, Richard Parris and Edward Sutcliffe (being the directors of the Company not taking part in the Transaction) consider, having consulted with the Company's nominated adviser, Allenby Capital, that the terms of the Transaction are fair and reasonable insofar as the Company's shareholders are concerned.

The directors of the Company agree that as part of the Company's ongoing cost saving strategy it reserves the right in the future to issue new Ordinary Shares to directors of the Company in satisfaction of their outstanding remuneration.

The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is set out at the end of this announcement.

For further Information, please contact: Sabien Technology Group plc Richard Parris, Executive Chairman	[phone] [e-mail]
Allenby Capital Limited (Nominated Adviser) John Depasquale / Nick Harriss / Vivek Bhardwaj	[phone]
Peterhouse Capital Limited (Broker) Duncan Vasey / Lucy Williams	[phone]

About Sabien Technology Group plc
Sabien Technology Group plc provides energy reduction solutions designed to help businesses achieve their sustainability goals, with a particular focus on reducing energy consumption and carbon emissions.

The Sabien Technology Group plc holds the Green Economy Mark from the London Stock Exchange, recognising companies generating over 50% of their revenues from sustainable products and services.

Website: www.sabien.com

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Name Position Charles Goodfellow Non-Executive Director Ranald McGregor-Smith Non-Executive Director
2	Reason for the notification
a)	Position/status	See above.
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Sabien Technology Group Plc
b)	LEI	213800S5QG1SMGHFHY68
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	Ordinary shares of 3 pence each in Sabien Technology Group Plc ("Ordinary Shares")  Identification code (ISIN) for Sabien Technology Group Plc ordinary shares: GB00BN6JG812
b)	Nature of the transaction	Issue of new Ordinary Shares
c)	Price(s) and volume(s)	Name Number of new Ordinary Shares Price Charles Goodfellow 179,487 9.75 pence Ranald McGregor-Smith 269,230 9.75 pence
d)	Aggregated information - Aggregated volume - Price	-       See above -       See above
e)	Date of the transaction	18 November 2024
f)	Place of the transaction	Outside a trading venue

 

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