Director/PDMR Shareholding

RNS Number : 9988Q

EJF Investments Ltd

25 February 2019

 

FOR IMMEDIATE RELEASE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN THE UNITED KINGDOM), AUSTRALIA, CANADA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

25 February 2019

EJF Investments Ltd

Notification of transactions by directors, persons discharging managerial responsibilities and persons closely associated with them

EJF Investments Ltd. ("EJFI" or the "Company") announces that it was notified on 22 February 2019 (the "Notification Date") that on the same date, EJF Investments Manager LLC (the "Manager"), the Company's investment manager, allocated and distributed 534,135 ordinary shares of no par value in the Company ("Ordinary Shares") held on its behalf to certain of its officers and affiliates in the proportions set out below, in each case for nil consideration (the "Allocations"). The Ordinary Shares the subject of the Allocations were received by the Manager in March 2018 in satisfaction of the incentive fee payable to it by the Company for the incentive fee period ending 31 December 2017.

The Allocations have been made by the Manager in accordance with its own incentive plan.

The Manager is a "person discharging managerial responsibilities" (a "PDMR") for the purposes of Regulation (EU) No 596/2014 on Market Abuse ("MAR").

The Company was also notified on the Notification Date that on the same date, as a consequence of the Allocations:

·        Neal J. Wilson, the Chief Executive Officer of the Manager, a non-executive director of the Company and a PDMR for the purposes of MAR, acquired 106,826 Ordinary Shares from the Manager;

·        Lindsay J. Sparacino, the Co-Chief Investment Officer of the Manager and a PDMR for the purposes of MAR, acquired 53,414 Ordinary Shares from the Manager;

·         Peter A. Stage, the Chief Financial Officer of the Manager and a PDMR for the purposes of MAR, acquired 53,414 Ordinary Shares from the Manager;

·         Hammad W. Khan, the Senior Managing Director, Europe, of the Manager and a PDMR for the purposes of MAR, acquired 53,414 Ordinary Shares from the Manager; and

·       EJF Capital Limited, a wholly-owned subsidiary of EJF Capital LLC and a "person closely associated" with the Manager for the purposes of MAR, acquired 267,067 Ordinary Shares from the Manager.

Each of Mr Wilson, Ms Sparacino, Mr Stage, Mr Khan and EJF Capital Limited have entered into deeds of adherence to the lock-in deed applicable to the Manager and, therefore, the Ordinary Shares acquired by them as set out above are subject to the restrictions set out in such lock-in deed (including, among others, a restriction on transferring any Ordinary Shares received by the Manager pursuant to the amended and restated management agreement dated 30 March 2017 between (among other persons) the Company and the Manager for a period of six months following the date on which the Manager receives any such Ordinary Shares).

Following settlement of these transactions:

·     the Manager is interested in 375,000 zero dividend preference shares with a redemption date in 2022, representing approximately 2.5% of the issued shares in that class of shares in the capital of the Company;

·          Mr Wilson is interested in 1,288,585 Ordinary Shares, representing approximately 2.01% of the issued shares in that class of shares in the capital of the Company, and 375,000 zero dividend preference shares with a redemption date in 2022, representing approximately 2.5% of the issued shares in that class of shares in the capital of the Company;

·          Ms Sparacino is interested in 77,249 Ordinary Shares, representing approximately 0.12% of the issued shares in that class of shares in the capital of the Company;

·          Mr Stage is interested in 53,414 Ordinary Shares, representing approximately 0.08% of the issued shares in that class of shares in the capital of the Company;

·          Mr Khan is interested in 53,414 Ordinary Shares, representing approximately 0.08% of the issued shares in that class of shares in the capital of the Company; and

·          EJF Capital Limited is interested in 267,067 Ordinary Shares, representing approximately 0.42% of the issued shares in that class of shares in the capital of the Company.

Shares in the capital of the Company held in treasury have not been taken into account in the calculation of the above percentages.

The notifications below, made in accordance with the requirements of MAR, provide further detail in relation to the above transactions:

1	Details of the person discharging managerial responsibilities / person closely associated
(a)	Name	Neal J. Wilson
2	Reason for the notification
(a)	Position/status	Non-executive director of the Company and Chief Executive Officer of the Manager
(b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	EJF Investments Ltd
(b)	LEI	549300XZYEQCLA1ZAT25
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 financial instrument, type of instrument Identification code	Ordinary shares of no par value JE00BF0D1M25
(b)	Nature of the transaction	Transfer of Ordinary Shares
(c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0.00	106,826
(d)	Aggregate information ·      Aggregated volume ·      Price	106,826 £0.00
(e)	Date of transaction	22 February 2019
(f)	Place of transaction	Secondary

1	Details of the person discharging managerial responsibilities / person closely associated
(a)	Name	Lindsay Sparacino
2	Reason for the notification
(a)	Position/status	Co-Chief Investment Officer of the Manager
(b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	EJF Investments Ltd
(b)	LEI	549300XZYEQCLA1ZAT25
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 financial instrument, type of instrument Identification code	Ordinary shares of no par value JE00BF0D1M25
(b)	Nature of the transaction	Transfer of Ordinary Shares
(c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0.00	53,414
(d)	Aggregate information ·      Aggregated volume ·      Price	53,414 £0.00
(e)	Date of transaction	22 February 2019
(f)	Place of transaction	Secondary

1	Details of the person discharging managerial responsibilities / person closely associated
(a)	Name	Peter Stage
2	Reason for the notification
(a)	Position/status	Chief Financial Officer of the Manager
(b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	EJF Investments Ltd
(b)	LEI	549300XZYEQCLA1ZAT25
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 financial instrument, type of instrument Identification code	Ordinary shares of no par value JE00BF0D1M25
(b)	Nature of the transaction	Transfer of Ordinary Shares
(c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0.00	53,414
(d)	Aggregate information ·      Aggregated volume ·      Price	53,414 £0.00
(e)	Date of transaction	22 February 2019
(f)	Place of transaction	Secondary

 

1	Details of the person discharging managerial responsibilities / person closely associated
(a)	Name	Hammad W. Khan
2	Reason for the notification
(a)	Position/status	Senior Managing Director, Europe, of the Manager
(b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	EJF Investments Ltd
(b)	LEI	549300XZYEQCLA1ZAT25
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 financial instrument, type of instrument Identification code	Ordinary shares of no par value JE00BF0D1M25
(b)	Nature of the transaction	Transfer of Ordinary Shares
(c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0.00	53,414
(d)	Aggregate information ·      Aggregated volume ·      Price	53,414 £0.00
(e)	Date of transaction	22 February 2019
(f)	Place of transaction	Secondary

 

1	Details of the person discharging managerial responsibilities / person closely associated
(a)	Name	EJF Capital Limited
2	Reason for the notification
(a)	Position/status	A wholly-owned subsidiary of EJF Capital LLC
(b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	EJF Investments Ltd
(b)	LEI	549300XZYEQCLA1ZAT25
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 financial instrument, type of instrument Identification code	Ordinary shares of no par value JE00BF0D1M25
(b)	Nature of the transaction	Transfer of Ordinary Shares
(c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0.00	267,067
(d)	Aggregate information ·      Aggregated volume ·      Price	267,067 £0.00
(e)	Date of transaction	22 February 2019
(f)	Place of transaction	Secondary

 

ENQUIRIES

For the Investment Manager

EJF Investments Manager LLC

Peter Stage / Hammad Khan / Matt Gill

[e-mail] / [e-mail] / [e-mail]

[phone] / [phone] / [phone]

For the Company Secretary and Administrator Crestbridge Fund Administrators Limited [e-mail]

[phone]

For the Broker

Numis Securities Limited David Luck [e-mail]

[phone]

About EJF Investments Ltd

EJFI is a registered closed-ended limited liability company incorporated in Jersey under the Companies (Jersey) Law 1991, as amended, on 20 October 2016 with registered number 122353. The Company is regulated by the Jersey Financial Services Commission (the "JFSC"). The JFSC is protected by both the Collective Investment Funds (Jersey) Law 1988 and the Financial Services (Jersey) Law 1998, as amended, against liability arising from the discharge of its functions under such laws.

The JFSC has not reviewed or approved this announcement.

LEI: 549300XZYEQCLA1ZAT25

 

Investor information & warnings

The latest available information on the Company can be accessed via its website at www.ejfi.com.

This communication has been issued by, and is the sole responsibility of, the Company and is for information purposes only. It is not, and is not intended to be an invitation, inducement, offer or solicitation to deal in the shares of the Company. The price and value of shares in the Company and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of shares in the Company. An investment in the Company should be considered only as part of a balanced portfolio of which it should not form a disproportionate part. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decision.

 

END

 

 

DSHKELBLKLFFBBL