Director/PDMR Shareholding

Smart Metering Systems PLC

23 January 2024

 

Smart Metering Systems plc

("SMS" or "the Company")

Annual Grant of Options and PDMR Dealing

As required by Article 19 Of Regulation (EU) No. 596/2014 on market abuse, Smart Metering Systems plc (AIM: SMS.L) announces that pursuant to a Board approval it has, on 22 January 2024, granted the following options over ordinary shares of 1 pence each in the Company ("Ordinary Shares") to certain directors and PDMRs under the Smart Metering Systems Long Term Incentive Plan established on 19 May 2022 (the "Options"):

Name	Position	Number of LTIP Options	Exercise Price
Tim Mortlock	Executive Director	79,712	Nil
Gail Blain	Executive Director	47,120	Nil
Craig McGinn	PDMR	15,079	Nil

The vesting of the Options is subject to the Board resolving that certain performance conditions relating to the Company's financial performance, total shareholder return and ESG criteria have been satisfied during the three-year period up until 31 December 2026. The Options would become exercisable in tranches between 2027 and 2029, subject to earlier vesting in full on a change of control, resulting from the offer by Sienna Bidco Limited announced on 7 December 2023 (the "Takeover Offer").

The grant and vesting of the Options is consistent with the disclosures made in the Co-operation Agreement and Scheme Document previously published in connection with the Takeover Offer. The notifications below provide further detail.

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	Tim Mortlock
2	Reason for notification
a)	Position/Status	PDMR - Director
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Smart Metering Systems plc
b)	LEI	213800FGOUFSDPE33S71
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 under the Smart Metering Systems Long Term Incentive Plan, subject to performance conditions measured over the period 1 January 2024 - 31 December 2026 and focused on financial performance, total shareholder return and ESG criteria during the three-year period up until 31 December 2026, subject to earlier vesting in full if the Takeover Offer becomes unconditional. SMS
b)	Nature of the transaction	Award of Share Options
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 79,712
d)	Aggregated information -       Aggregated volume -       Price	N/A
e)	Date of the transaction	22 January 2024
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Gail Blain
2	Reason for notification
a)	Position/Status	PDMR - Director
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Smart Metering Systems plc
b)	LEI	213800FGOUFSDPE33S71
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 under the Smart Metering Systems Long Term Incentive Plan, subject to performance conditions measured over the period 1 January 2024 - 31 December 2026 and focused on financial performance, total shareholder return and ESG criteria during the three-year period up until 31 December 2026, subject to earlier vesting in full if the Takeover Offer becomes unconditional. SMS
b)	Nature of the transaction	Award of Share Options
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 47,120
d)	Aggregated information -       Aggregated volume -       Price	N/A
e)	Date of the transaction	22 January 2024
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Craig McGinn
2	Reason for notification
a)	Position/Status	PDMR
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Smart Metering Systems plc
b)	LEI	213800FGOUFSDPE33S71
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 under the Smart Metering Systems Long Term Incentive Plan, subject to performance conditions measured over the period 1 January 2024 - 31 December 2026 and focused on financial performance, total shareholder return and ESG criteria during the three-year period up until 31 December 2026, subject to earlier vesting in full if the Takeover Offer becomes unconditional. SMS
b)	Nature of the transaction	Award of Share Options
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 15,079
d)	Aggregated information -       Aggregated volume -       Price	N/A
e)	Date of the transaction	22 January 2024
f)	Place of the transaction	London Stock Exchange, AIM

For further information:

Smart Metering Systems plc	0141 249 3850
Craig McGinn, Company Secretary
Cavendish Securities plc (Nomad and Joint Broker)	0131 220 6939 / 020 7397 8900
Neil McDonald / Pete Lynch
Investec Bank plc (Joint Broker)	020 7597 5970
Christopher Baird / Henry Reast
RBC Capital Markets (Joint Broker)	020 7653 4000
Matthew Coakes / Evgeni Jordanov

Instinctif Partners (PR Adviser)	020 7457 2020
Tim Linacre / Guy Scarborough	[e-mail]

 

END