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KBC Advanced Tech (KBC)

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Wednesday 06 April, 2016

KBC Advanced Tech

Grant and exercise of options by Directors

RNS Number : 4089U
KBC Advanced Technologies plc
06 April 2016







The Company announces that, following the sanction by the Court on 5 April 2016 of the scheme of arrangement in relation to the acquisition of the Company by Yokogawa Electric Corporation (the "Scheme of Arrangement"), the following options over 562,500 ordinary shares of 2.5 pence each in the capital of the Company ("Shares") were granted to Eric Dodd, Andrew Howell and Kevin Smith, each being directors of the Company ("Directors") at an exercise price of 2.5 pence per Share under the KBC Advanced Technologies plc Discretionary Share Option Plan 2013:


Career options (no. of Shares)  


Share price options (no. of Shares)

Andrew Howell



Kevin Smith



Eric Dodd




The terms of these options are as set out on pages 21 and 22 of the circular sent to shareholders of the Company on 4 March 2016 in relation to the Scheme of Arrangement (the "Scheme Document").


All optionholders (including Directors) have exercised their options following the Court sanction of the Scheme of Arrangement to the fullest extent possible under their terms of grant.


All Career options held by optionholders (including the above options) and options granted under the KBC Advanced Technologies Long Term Incentive Plan 2006 have been exercised in full. All Share price options (including the above options and the options granted to Godden Associates Limited) have been exercised to the extent that the relevant Share price targets have either already been met or were met on the Court sanction date.


The following Directors acquired Shares through the exercise of options:


No. of Shares acquired through exercise of options

Exercise price per Share

Total holding of Shares following exercise (% of total issued share capital) x

Andrew Howell



2.5 pence

557,464 (0.7%)

Kevin Smith



2.5 pence

424,642 (0.5%)

Eric Dodd



2.5 pence

216,666 (0.3%)

Ian Godden *




676,500 (0.8%)


*Ian Godden's interests in Shares that existed prior to the exercise of options are registered in the name of Lynchwood Nominees Limited. The options in which Ian Godden had an interest were held by Godden Associates Limited.


xThere are 85,812,262 Shares in issue, which is explained below.


Prior to the exercise of options by all of the optionholders (including Directors), there were 82,341,156 Shares in issue (net of 214,000 Shares held in Treasury (as defined in the Scheme Document)). To satisfy options for all optionholders, in addition to using the existing 507,790 Shares in the Company's employee benefit trusts, the Company has transferred the 214,000 Shares held in Treasury and issued 3,257,106 Shares to optionholders.


The Company will make application for 3,257,106 Shares to be admitted to trading on AIM. Admission of such Shares however is not expected as trading of Shares on AIM has been suspended. Further, the admission to trading on AIM of Shares will be cancelled with effect from the business day after the Effective Date (as defined in the Scheme Document) of the Scheme of Arrangement.  Such Effective Date is expected to be 7 April 2016.


Accordingly, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers (the "Code"), the Company confirms that it has 85,812,262 Shares in issue. There are now no Shares held in Treasury. The total number of voting rights in the Company is therefore 85,812,262. This figure may be used by shareholders of the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules and under Rule 8.3 of the Code. The International Securities Identification Number for the Shares is GB0004804646.





Eric Dodd
Chief Financial Officer

Tel:+44(0)20 7234 8535

(Corporate broker and
Bobbie Hilliam
Julian Morse

Tel: +44 (0)20 7397 8900




This information is provided by RNS
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