Grant of Options, Adoption of New LTIP and TVR

RNS Number : 7863J

Science in Sport PLC

29 April 2022

 

Science in Sport plc

("Company" or "Group")

Grant of Options, Allotment of Shares, Adoption of New LTIP

and

Total Voting Rights

Science in Sport plc (AIM: SIS), the premium performance nutrition company serving elite athletes, sports enthusiasts, and the active lifestyle community, announces that it has it has adopted a new LTIP for the period 2022 to 2024, with further details of the LTIP set out below. In addition, it has made awards in the form of nil cost options over ordinary shares of 10 pence each in the Company ("Ordinary Shares") ("Options") under the terms of the Company's short term incentive plan ("STIP") and long term incentive plan ("LTIP") to persons discharging managerial responsibility ("PDMRs") and certain other employees relating to the Company's performance for the year ended 31 December 2021.

Adoption of New LTIP

The Board has approved a new LTIP scheme ("New LTIP") for the period 2022 to 2024, with the previous scheme running from 2019 to 2021. Under the terms of the New LTIP, nil cost options will be awarded to eligible employees annually, including the executive directors, subject to achieving sales, EPS and total shareholder return performance targets over a 3 year period. The New LTIP has been developed together with Mercer as remuneration consultants and the scheme, including potential awards and performance criteria, have been benchmarked against share incentive schemes for other AIM companies.

Grant of Options

For the 2021 financial year, 1,347,649 Options have been granted under the STIP (the "2021 STIP Awards") and 2,616,120 Options granted under the LTIP (the "2021 LTIP Awards" and, together with the STIP 2021 Awards, the "2021 Awards").

The 2021 Awards are based on the achievement of performance targets for 2021 and there are no further outstanding performance conditions in respect of the 2021 Awards, which are exercisable immediately. The 2021 Awards have been made in lieu of cash bonuses for the year ended 31 December 2021.

Details of the 2021 Awards to PDMRs are set out below:

Name	Position	2021 STIP Awards	2021 LTIP Awards
Stephen Moon	Chief Executive Officer	619,727	929,002
James Simpson	Chief Financial Officer	156,687	422,786

Admission of Shares and Allotment to EBT

Pursuant to the 2021 Awards, an application has been made to the London Stock Exchange for  3,985,477 new Ordinary Shares ("New Ordinary Shares") to be admitted to trading on AIM, with dealings expected to commence on 5 May 2022 ("Admission"). The New Ordinary Shares will be allotted to the SiS Employee Benefit Trust ("EBT") and will be used to satisfy the exercise of Options.

The EBT is a discretionary trust for the benefit of employees of the Company and its subsidiaries. Certain Directors of the Company are included in the class of potential beneficiaries of the EBT and are deemed to be interested in those shares and the dealings thereof.

The Company has been notified by the trustee of the EBT that it intends to subscribe for the New Ordinary Shares at par value per Ordinary Share at an aggregate cost of £398,547.70.  The Company has agreed to lend £398,547.70 to the EBT to fund the subscription for the New Ordinary Shares. The New Ordinary Shares will rank pari passu in all respects with the existing Ordinary Shares of the Company. It is anticipated that following this transaction, a total of 5,276,528 Ordinary Shares will be held in the EBT.

Total Voting Rights

Following Admission, the Company's issued and fully paid share capital will consist of 139,086,408 Ordinary Shares, all of which carry one voting right per share. The Company does not hold any Ordinary Shares in Treasury.

The figure of 139,086,408 Ordinary Shares may be used by shareholders as the denominator for the calculation 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:

Science in Sport plc	T: 020 7400 3700
Stephen Moon, CEO
James Simpson, CFO
Liberum (Nominated adviser and joint broker)	T: 020 3100 2000
Richard Lindley James Greenwood Will Hall
Davy (Joint broker) Graham Hertrich Sonya Vidiartkhi Marco Schwartz	T: 020 7448 8871

Notes to Editors

About Science in Sport plc

Headquartered in London, Science in Sport plc is a leading sports nutrition business that develops, manufactures, and markets innovative nutrition products for professional athletes, sports and fitness enthusiasts and the active lifestyle community. The Company has two highly regarded brands, PhD Nutrition, a premium active-nutrition brand targeting the active lifestyle community, and SiS, a leading endurance nutrition brand among elite athletes and professional sports teams.

The two brands sell through the Company's phd.com and scienceinsport.com digital platforms, third-party online sites, including Amazon and Tmall, and extensive retail distribution in the UK and internationally, including major supermarkets, high street chains and specialist sports retailers. This omnichannel footprint enables the Company to address the full breadth of the sports nutrition market, forecast to be £13 billion¹ worldwide by 2023.

PhD is one of the UK's leading active nutrition brands with a reputation for high quality and product innovation. The brand has grown rapidly since its launch in 2005. The range now comprises powders, bars, and supplements, including the high protein, low sugar range, PhD Smart. PhD brand ambassadors include leading fitness influencers Ross Edgley and Obi Vincent.

SiS, founded in 1992, has a core range comprising gels, powders and bars focused on energy, hydration, and recovery. SiS is an official sports nutrition supplier to over 330 professional teams, organisations, and national teams worldwide, including INEOS Grenadiers Cycling Team. SiS supplies more than 150 professional football clubs in the UK, Europe, and the USA. SiS is Performance Research Partner to the English Football Association and Official Vitamins and Supplements Partner to the Milwaukee Bucks, 2021 National Basketball Association Champions.

For further information, please visit phd.com and scienceinsport.com

¹ Euromonitor Passport Database Global Assessment (December 2020)

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: Stephen Moon
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: Science In Sport plc
b)	LEI: 213800FWYWBJFJPPJ981
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: Ordinary shares of 10p each. Identification code: GB00BBPV5329
b)	Nature of the transaction: Grant of nil-cost options to acquire ordinary shares of 10p each under the Company's Long Term Incentive Plan and Short Term Incentive Plan
c)	Price(s) and volume(s): Price(s) Volume(s) Scheme Nil cost 929,002 2021 LTIP Nil cost 619,727 2021 STIP
d)	Aggregated information: Options over 1,548,729 ordinary shares of 10p each
e)	Date of the transaction: 29th April 20222
f)	Place of the transaction: Off-market transaction

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name: James Simpson
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: Science In Sport plc
b)	LEI: 213800FWYWBJFJPPJ981
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: Ordinary shares of 10p each. Identification code: GB00BBPV5329
b)	Nature of the transaction: Grant of nil-cost options to acquire ordinary shares of 10p each under the Company's Short Term Incentive Plan
c)	Price(s) and volume(s): Price(s) Volume(s) Scheme Nil cost 422,786 2021 LTIP Nil cost 156,687 2021 STIP
d)	Aggregated information: Options over 579,473 ordinary shares of 10p each
e)	Date of the transaction: 29th April 2022
f)	Place of the transaction: Off-market transaction

 

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