Implementation of Incentive Plan and initial grant

RNS Number : 4632S

SysGroup PLC

09 July 2020

 

9 July 2020

SysGroup plc
("SysGroup" or the "Group")

Implementation of the SysGroup Incentive Plan and initial grant

SysGroup PLC (AIM:SYS), the multi award-winning managed IT services and cloud hosting provider , announces the implementation of the 2020 SysGroup Long Term Incentive Plan ("2020LTIP"), together with an initial grant of 400,000 performance shares (the "Award") under the 2020 LTIP. The remuneration committee has granted 250,000 performance shares to Adam Binks, Chief Executive Officer, and 150,000 performance shares to Martin Audcent , Chief Financial Officer (together the "Executive Directors"). The 2020 LTIP replaces in its entirely the incentive plan set up in June 2018 ("2018 LTIP").

The 2020 LTIP has been established by the remuneration committee, following consultation with certain of its larger institutional shareholders, to incentivise management to deliver long-term value creation for shareholders and ensure alignment with shareholder interests. The 1.6 million performance shares granted to date to the Executive Directors under the 2018 LTIP have vested with immediate effect and all future grants under the 2018 LTIP have been cancelled.

Under the 2020 LTIP the remuneration committee will, each financial year, set a minimum Adjusted EBITDA performance ("Threshold"), by reference to prevailing market consensus. On conclusion of the financial year the Executive Directors will be paid a mixture of a cash bonus and issued with nil cost performance shares, which will be granted subject to the Group's performance against the Threshold and will vest two years after the date of grant.

The Company must achieve a minimum of 90% of the Threshold before any cash payment or grant of performance shares is due to the Executive Directors. The level of cash payment and grant of performance shares increases up to 110% of the Threshold with the maximum grant due at the discretion of the remuneration committee. The split between a cash payment and performance shares is set at pre-determined levels unless the Threshold is exceeded by 110% at which point the split between a cash payment and performance shares is at the discretion of the remuneration committee for the excess amount.

Performance shares that are granted will vest on the second anniversary of the initial grant and will be subject to an additional grant dependent upon the performance of the share price based on the 90 day volume weighted average price immediately prior to the third anniversary of the grant. The sale of shares received under the 2020 LTIP will be restricted such that a maximum of one third of the shares received will be able to be sold from the first anniversary, two thirds from the second anniversary of the vesting date and all performance shares exercised will be able to be sold from the third anniversary of the vesting date.

The Award represents 0.81% of the current issued share capital of the Company.

The Award is also subject to continued employment, malus and clawback provisions and will vest in full on a takeover of the Company.

For further information please contact: SysGroup Plc Adam Binks, Chief Executive Officer Martin Audcent, Chief Financial Officer	Tel: [phone]
Shore Capital  (Nomad and Broker) Corporate Finance: Edward Mansfield / Daniel Bush Corporate Broking: Fiona Conroy	Tel: [phone]
Alma PR (Financial PR) Josh Royston / Helena Bogle	Tel: [phone]

About SysGroup
SysGroup is a leading provider of Managed IT Services, Cloud Hosting, and expert IT Consultancy. The Group delivers solutions that enable clients to understand and benefit from industry leading technologies and advanced hosting capabilities. SysGroup focuses on a customer's strategic and operational requirements - enabling clients to free up resources, grow their core business and avoid the distractions and complexity of delivering IT services.

The Group has offices in Liverpool, London, Newport, Bristol and Telford.

For more information, visit http://www.sysgroupplc.com

The notifications set out below are provided in accordance with the requirements of the EU Market Abuse Regulation.

Notification of transactions by persons discharging managerial responsibilities

1)	Details of the person discharging managerial responsibility
a)	Name	Mr Adam Binks
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	SysGroup plc
b)	LEI	213800D18GPZZJR9SH55
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 1p each in SysGroup plc GB00BYT18182
b)	Nature of the transaction	G rant of LTIP performance shares
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 250,000
d)	Aggregated information - Aggregated volume - Price	As above
e)	Date of the transaction	9 July 2020
f)	Place of the transaction	Outside a trading venue

1)	Details of the person discharging managerial responsibility
a)	Name	Mr Martin Audcent
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	SysGroup plc
b)	LEI	213800D18GPZZJR9SH55
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 1p each in SysGroup plc GB00BYT18182
b)	Nature of the transaction	G rant of LTIP performance shares
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 150,000
d)	Aggregated information - Aggregated volume - Price	As above
e)	Date of the transaction	9 July 2020
f)	Place of the transaction	Outside a trading venue

 

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