Results of Placing

RNS Number : 5988O

Secure Trust Bank PLC

08 November 2016

 

Secure Trust Bank PLC

8 November 2016

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.

PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT

Secure Trust Bank PLC ("Secure Trust" or the "Company")

Results of Placing

Following the announcement made on 7 November 2016 Secure Trust announces that following the exercise of options, the resulting new shares have been sold by a Director and by employees (the "Placing") at a price of 2200p per share as detailed below:

Name:	Status	Beneficial holding of Ordinary Shares prior to the Placing	% of issued share capital prior to the Placing	New Shares following option exercise	Shares sold	Resultant Beneficial holding of Ordinary Shares after the Placing	Resultant % of issued share capital after the Placing
Andrew Salmon:	Director/PDMR	7,500	0.04	141,667	141,667	7,500	0.04
Jonathan Bowers:	PDMR	-	-	35,417	35,417	-	-
Kevin Hayes:	PDMR	-	-	35,417	35,417	-	-
David Nield:	PDMR	-	-	35,417	35,417	-	-
Anne McKenning:	PDMR	-	-	21,250	21,250	-	-
Jonathan Wilson:	Employee	-	-	14,167	14,167	-	-

Enquiries:

Secure Trust Bank PLC Paul Lynam, Chief Executive Officer Neeraj Kapur, Chief Financial Officer	Tel: [phone]
Stifel Nicolaus Europe Limited (Sole Bookrunner and Joint broker) Robin Mann Gareth Hunt Stewart Wallace	Tel: [phone]
Canaccord Genuity Limited (Joint broker) Sunil Duggal Andrew Buchanan	Tel: [phone]
Bell Pottinger (Financial PR) Dan de Belder Aarti Iyer	Tel: [phone]

The notifications below, made in accordance with the requirements of the EU Market Abuse Regulation, provide further detail:

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

(Disclosure in relation to exercise of share options and subsequent sale of new shares)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Andrew Salmon
2	Reason for the notification
a)	Position/status	Non-Executive Director
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Exercise of options
c)	Price(s) and volume(s)	Price(s)  Volume(s) 720p (exercise price) 141,667
d)	Aggregated information  - Aggregated volume  - Price	141,667 720p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Andrew Salmon
2	Reason for the notification
a)	Position/status	Non-Executive Director
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s)  Volume(s) 2200p 141,667
d)	Aggregated information - Aggregated volume  - Price	141,667 2200p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Jonathan Bowers
2	Reason for the notification
a)	Position/status	Managing Director Real Estate and Asset Finance
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Exercise of options
c)	Price(s) and volume(s)	Price(s)  Volume(s) 720p (exercise price) 35,417
d)	Aggregated information  - Aggregated volume  - Price	35,417 720p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Jonathan Bowers
2	Reason for the notification
a)	Position/status	Managing Director Real Estate and Asset Finance
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s)  Volume(s) 2200p 35,417
d)	Aggregated information - Aggregated volume  - Price	35,417 2200p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Kevin Hayes
2	Reason for the notification
a)	Position/status	Chief Risk Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Exercise of options
c)	Price(s) and volume(s)	Price(s)  Volume(s) 720p (exercise price) 35,417
d)	Aggregated information  - Aggregated volume  - Price	35,417 720p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Kevin Hayes
2	Reason for the notification
a)	Position/status	Chief Risk Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s)  Volume(s) 2200p 35,417
d)	Aggregated information - Aggregated volume  - Price	35,417 2200p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Anne McKenning
2	Reason for the notification
a)	Position/status	Group Head of HR & Training
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Exercise of options
c)	Price(s) and volume(s)	Price(s)  Volume(s) 720p (exercise price) 21,250
d)	Aggregated information  - Aggregated volume  - Price	21,250 720p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Anne McKenning
2	Reason for the notification
a)	Position/status	Group Head of HR & Training
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s)  Volume(s) 2200p 21,250
d)	Aggregated information - Aggregated volume  - Price	21,250 2200p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Nield
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	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Exercise of options
c)	Price(s) and volume(s)	Price(s)  Volume(s) 720p (exercise price) 35,417
d)	Aggregated information  - Aggregated volume  - Price	35,417 720p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Nield
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	Secure Trust Bank PLC
b)	LEI	213800CXIBLC2TMIGI76
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 40p each  ISIN: GB00B6TKHP66
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s)  Volume(s) 2200p 35,417
d)	Aggregated information - Aggregated volume  - Price	35,417 2200p
e)	Date of the transaction	7 November 2016
f)	Place of the transaction	London Stock Exchange

Important Notice

MEMBERS OF THE GENERAL PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE PLACING. THIS ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES ARE ONLY ADDRESSED TO AND DIRECTED AT (1) IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA, PERSONS WHO ARE QUALIFIED INVESTORS WITHIN THE MEANING OF ARTICLE 2(1)(E) OF EU DIRECTIVE 2003/71/EC AND ANY RELEVANT IMPLEMENTING MEASURES (THE "PROSPECTUS DIRECTIVE"); AND (2) IN THE UNITED KINGDOM, PERSONS WHO (I) HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS WHO FALL WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (AS AMENDED) (THE "ORDER"); OR (II) FALL WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER OR (III) ARE PERSONS TO WHOM AN OFFER OF THE NEW SHARES MAY OTHERWISE LAWFULLY BE MADE (ALL SUCH PERSONS REFERRED TO IN (1) AND (2) TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THE INFORMATION REGARDING THE PLACING SET OUT IN THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.

This announcement and the information contained herein is for information purposes only and does not constitute or form part of any offer of, or the solicitation of an offer to acquire or dispose of securities in the United States, Canada, Australia, South Africa or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful.

The New Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "US Securities Act"), or under the applicable securities laws of any state or other jurisdiction of the United States, Canada, Australia, South Africa or Japan or of any other jurisdiction. The New Shares may not be offered or sold in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the securities laws of any relevant state or other jurisdiction of the United States. There will be no public offering of the New Shares in the United States or elsewhere.

The New Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the Placing or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.

No prospectus or offering document has been or will be prepared in connection with the Placing. Any investment decision to buy securities in the Placing must be made solely on the basis of publicly available information. Such information is not the responsibility of and has not been independently verified by Stifel.

Neither this announcement nor any copy of it may be taken, transmitted or distributed, directly or indirectly, in or into or from the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, South Africa or Japan or any other jurisdiction where such action would be unlawful. Any failure to comply with this restriction may constitute a violation of United States, Canadian, Australian, South African or Japanese or other applicable securities laws.

The distribution of this announcement and the offering or sale of the New Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company or Stifel or any of their affiliates that would, or which is intended to, permit a public offer of the New Shares in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the New Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company and Stifel to inform themselves about and to observe any applicable restrictions.

Stifel, which is regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for the Company and no-one else in connection with the Placing and Admission and will not regard any other person as a client in relation to the Placing and Admission and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for advising any other person on the contents of the prospectus or on any other transaction or arrangement referred to in this announcement.

 

END

 

 

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