Transactions in Own Shares and RSUs

RNS Number : 3271T

Somero Enterprises Inc.

29 March 2016

 

Somero Enterprises Inc.

("Somero" or the "Company")

Transactions in Own Shares and Restricted Stock Units

Senior Management Equity Bonus Program

On 28 March 2016, the Board of the Company approved issuance of 96,870 new shares of common stock to senior managers, including certain executive Directors, under Somero's 2015 Equity Bonus Plan.  Under this plan, eligible senior managers were able to choose to receive 25% of their 2015 annual performance bonus in shares of common stock in the Company.  The shares issued to participating senior managers are fully-vested with no performance conditions.  The number of shares issued under this award was based on the closing price on 24 March 2016 of 148.5 pence.  The following executive Directors received shares under this award:

Name	Existing holding of Common Stock	Awarded under Plan	Resulting Shareholding
Howard Hohmann	4,268	40,657	44,925
John Yuncza	-	19,613	19,613

Application will be made to the London Stock Exchange for admission to trading on AIM of the 96,870 shares of common stock in the Company to satisfy this common stock award. Admission is expected to occur on 4 April 2016.

The intention is for any future common stock awards to be paid from shares held in Treasury by the Company, however, in this instance, this was not possible. Therefore, in conjunction with this common stock award, the Board of the Company approved the cancellation of 96,870 shares held in Treasury and equivalent to the number of new shares issued under the 2015 Equity Bonus Plan.

Restricted Stock Unit Awards

Also on 28 March 2016, the Board of the Company approved issuance of Restricted Stock Units (RSUs) to the following executive and non-executive Directors under the terms of Somero's 2010 Equity Incentive Plan at a price of 148.5 pence per RSU based on the closing price on 24 March 2016. 

Name                                                                    Number of RSUs awarded

Lawrence Horsch                                                             8,395 shares                                                     

Thomas Anderson                                                           5,995 shares                                                     

Robert Scheuer                                                                1,770 shares                                                     

Jack Cooney                                                                      60,049 shares

John Yuncza                                                                      35,178 shares

RSUs awarded to Mr. Horsch, Mr. Anderson, and Mr. Scheuer, all non-executive Directors, were granted in lieu of annual Director fee increases.  RSUs awarded to Mr. Cooney and Mr. Yuncza, both executive Directors, were granted as part of an annual incentive compensation program.  The shares awarded are the maximum available under the grants, will vest over a three-year period commencing on the date of the grant, and require continued service for the period.  The participating Directors will, following the end of the performance period, be notified as to the extent to which the performance conditions have been met and their award has vested.  Unless determined otherwise by the Equity Incentive Plan administrator, each RSU will be equal to one share of common stock in the Company and will entitle each Director to either shares of common stock or an amount of cash determined with reference to the value of shares of common stock at the discretion of the Company.

In addition to the RSUs awarded to Directors, the Board of the Company approved RSUs to be awarded to a group of non-Director employees under the terms of Somero's 2010 Equity Incentive Plan at a price of 148.5 pence per RSU based on the closing price on 24 March 2016.  The total number of RSUs awarded to non-Directors were 33,028 which are subject to the same vesting, service and performance requirements as the Director awards.

Following the above transactions, total outstanding RSUs equal 408,731 units and total issued shares of common stock equals 56,425,598. The Company holds 221,996 of its shares in Treasury and has 56,203,602 shares of common stock in issue excluding Treasury shares.

For further information, please contact:

Somero Enterprises, Inc.                                                                              www.somero.com

Jack Cooney, CEO                                                                                            [phone]

John Yuncza, CFO

Howard Hohmann, EVP Sales

Canaccord Genuity Ltd (NOMAD and Joint Broker)

Bruce Garrow                                                                                                    [phone]

Piers Coombs

Mark Whitmore

finnCap Ltd (Joint Broker)

Matt Goode                                                                                                        [phone]

Carl Holmes

Tim Redfern

Redleaf Communications Ltd (Financial PR Advisor)                      [e-mail]

Rebecca Sanders-Hewett                                                                             [phone]

David Ison

Susie Hudson

 

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