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Portmeirion Group (PMP)

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Tuesday 22 May, 2018

Portmeirion Group

Exercise of Options and PDMR Shareholdings

RNS Number : 9448O
Portmeirion Group PLC
22 May 2018
 

22 May 2018

 

 

 

Portmeirion Group PLC

(the "Company")

 

Exercise of Options and PDMR Shareholdings

 

The Portmeirion 2012 Approved Share Option Plan and The Portmeirion 2012 Unapproved Share Option Plan (the "Option Plans") and The Portmeirion Group 2010 Deferred Incentive Share Option Plan (the "Deferred Plan")

 

The Company announces that, on 21 and 22 May 2018, the following transactions occurred for the persons discharging managerial responsibilities ("PDMRs") as shown below:

 



Option Plans Exercise Price

per Ordinary Share

 

Number of

options exercised under Option Plans

 (A)

Number of Ordinary Shares sold under Option Plans

(B)

Option Plans number options granted (C)

Deferred Plan number options granted (D)

Exercise  Price over Deferred Plan options

Deferred Plan existing options exercised (E)

Company directors/officers:







Philip Atherton

Group Sales & Marketing Director

£9.35

33,000

29,517

25,000

2,792

£1.00

1,102

Lawrence Bryan

Chief Executive

£9.35

49,500

99,500

40,000

6,940

£1.00

2,034

Michael Knapper

Operations Director

£9.35

11,000

9,826

25,000

1,750

£1.00

-

Moira MacDonald

Company Secretary

£9.35

4,400

3,860

7,500

-

-

-

Michael Raybould

Group Finance Director

-

-

-

30,000

2,917

£1.00

-

Subsidiary Company directors:







Samantha Pearce

HR Director

£9.35

4,400

4,300

7,500

-

-

-

Nigel Spencer

Production Director

£6.10

8,121

8,121

7,500

-

-

-

Nigel Spencer

Production Director

£7.40

7,667

7,667

-

-

-

-



Total:

118,088

162,791

142,500

14,399


3,136

Note:

(A)     Exercise of options over Ordinary Shares under Option Plans. 

(B)      Sale of Ordinary Shares.

(C)     Grant of options under Option Plans. 

(D)     Grant of new options under Deferred Plan.

(E)      Exercise of existing options under the Deferred Plan.

 

Subsequent to the exercises above, The Portmeirion Employees' Share Trust (the "Trust"), transferred 102,300 Ordinary Shares to the PDMRs named above (excluding Nigel Spencer) and 18,700 Ordinary Shares to other employees. In addition, the Company issued 15,788 Ordinary Shares to Nigel Spencer and 1,591 Ordinary Shares to another employee.  As a result of the exercise of Deferred Plan options detailed above, the Company transferred 3,136 Ordinary Shares from the Ordinary Shares held in treasury by the Company.

In addition, the Company granted 142,500 options over Ordinary Shares to the PDMR's shown above and a further 52,500 options over Ordinary Shares to other senior managers over Ordinary Shares pursuant to the Option Plans, including the amounts shown above. 

The Trust has notified the Company that the Trust purchased 99,500 Ordinary Shares from Lawrence Bryan at £11.85 per Ordinary Share on 21 May 2018 and a further 83,582 Ordinary Shares in the market at £11.80 on 22 May 2018.  Following the purchases the Trust will hold 214,999 Ordinary Shares representing 1.98% of the Company's enlarged share capital.

In order to facilitate the transactions above, the Company has made an application to the London Stock Exchange for, 20,515 new Ordinary Shares to be admitted to trading on AIM and trading of these Ordinary Shares is expected to commence on or around 29 May 2018 ("Admission").

 

Following Admission, the total number of Ordinary Shares held by the Company in treasury is 234,607, and the Company will have 11,107,483 Ordinary Shares in issue and 10,872,876 Ordinary Shares with voting rights. The figure of 10,872,876 Ordinary Shares may be used by shareholders of Portmeirion Group PLC as the denominator for the calculations to determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

 

PDMR Shareholdings

 

The total number of Ordinary Shares over which each PDMR holds options and the total number of Ordinary Shares with voting rights held following this Admission is:

 


Total number of options

over Ordinary Shares

Total number of

Ordinary Shares with

voting rights

Ordinary Shares percentage of Company's Ordinary Shares with voting rights

Philip Atherton

54,157

15,134

0.14%

Lawrence Bryan

89,800

95,701

0.88%

Michael Raybould

62,917

-

-

Michael Knapper

46,750

2,511

0.02%

Moira MacDonald

15,000

2,693

0.02%

Samantha Pearce

15,000

100

0.00%

Nigel Spencer

33,667

-

-

 

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014 (MAR).

 

The notification below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail.

_____________________________________________

 

Notification and public disclosure of transactions by persons discharging managerial responsibilities / person closely associated with them.

 

1.

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

 

Company directors/officers:

Philip Atherton

Group Sales &

Marketing Director

Lawrence Bryan

Chief Executive

Michael Knapper

Operations Director

Moira MacDonald

Group Company Secretary

Michael Raybould

Group Finance Director



Subsidiary Company directors:

Samantha Pearce

HR Director

Nigel Spencer

Production Director

2.

Reason for the notification

a)

Position/status

See 1(a) above for all positions - all classified as PDMRs of the Company

b)

Initial notification/Amendment

Initial Notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Portmeirion Group PLC

b)

LEI

2138003QC9J6TLZJHO70

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

Ordinary Shares of 5 pence each

b)

Identification code

GB0006957293

c)

Nature of the transactions

(A)   Exercise of options over Ordinary Shares under The Portmeirion 2012 Approved Share Option Plan and The Portmeirion 2012 Unapproved Share Option Plan (the "Option Plans").

(B)   Sale of Ordinary Shares.

(C)   Performance related, Grant of options under Option Plans. Exercise period 23 May 2021 - 21 May 2028.

(D)   Grant of new options under The Portmeirion Group 2010 Deferred Incentive Share Option Plan (the "Deferred Plan").

(E)   Exercise of Existing options under the Deferred Plan.

d)

Price(s) and volume(s)

 

In respect of (A) Exercise of options over Ordinary Shares under the Option Plans

Price

Exercise price of 610 pence per Ordinary Share for options granted on 2 May 2013, 740 pence per Ordinary Share for options granted on 30 April 2014 and 935 pence per Ordinary Share for options granted on 27 April 2015.

Volume(s)

Philip Atherton - Options over 33,000 Ordinary Shares at 935 pence per Ordinary Share.

Lawrence Bryan - Options over 49,500 Ordinary Shares at 935 pence per Ordinary Share.

Michael Knapper - Options over 11,000 Ordinary Shares at 935 pence per Ordinary Share.

Moira MacDonald - Options over 4,400 Ordinary Shares at 935 pence per Ordinary Share.

Samantha Pearce - Options over 4,400 Ordinary Shares at 935 pence per Ordinary Share.

Nigel Spencer - Options over 8,121 Ordinary Shares at 610 pence per Ordinary Share.

Nigel Spencer - Options over 7,667 Ordinary Shares at 740 pence per Ordinary Share.

In respect of (B) Sale of Ordinary Shares


Price

Volume of Ordinary Shares

Philip Atherton

£11.80

29,517

Lawrence Bryan

£11.85

99,500

Michael Knapper

£11.80

9,826

Moira MacDonald

£11.80

3,860

Samantha Pearce

£11.80

4,300

Nigel Spencer

£11.80

15,788

In respect of (C) Grant of options under Option Plans

Price at grant: Nil

Exercise Price:  £11.80 pence per Ordinary Share

Volume(s)


Options over Ordinary Shares

Philip Atherton

25,000

Lawrence Bryan

40,000

Michael Raybould

30,000

Michael Knapper

25,000

Moira MacDonald

7,500

Samantha Pearce

7,500

Nigel Spencer

7,500

In respect of (D) Grant of options under Deferred Plan

Price at grant: Nil

Exercise price of £1.00 per all 2,792 Deferred Plan options over Ordinary Shares granted to Philip Atherton.

 

Exercise price of £1.00 per all 6,940 Deferred Plan options over Ordinary Shares granted to Lawrence Bryan.

 

Exercise price of £1.00 per all 2,917 Deferred Plan options over Ordinary Shares granted to Michael Raybould.

 

Exercise price of £1.00 per all 1,750 Deferred Plan options over Ordinary Shares granted to Michael Knapper.

In respect of (E) Exercise of options under the Deferred Plan

Exercise price of £1.00 per all 1,102 Deferred Plan options over Ordinary Shares exercised by Philip Atherton.

 

Exercise price of £1.00 per all 2,034 Deferred Plan options over Ordinary Shares exercised by Lawrence Bryan.

 

e)

Aggregated information

-     Aggregated volume

-     Price

In respect of (A) Exercise of options over Ordinary Shares under the Option Plans


Aggregated cost of exercise

Philip Atherton

£308,550

Lawrence Bryan

£462,825

Michael Knapper

£102,850

Moira MacDonald

£41,140

Samantha Pearce

£41,140

Nigel Spencer

£106,274

In respect of (B) Sale of Ordinary Shares


Aggregated sales proceeds

Philip Atherton

£348,301

Lawrence Bryan

£1,179,075

Michael Knapper

£115,947

Moira MacDonald

£45,548

Samantha Pearce

£50,740

Nigel Spencer

£186,298

In respect of (C) Grant of options under Option Plans

Nil, grant of options only

In respect of (D) Grant of options under Deferred Plan

Nil, grant of options only

In respect of (E) Exercise of options under the Deferred Plan

£1.00

£1.00

 

f)

Date of the transactions

 

In respect of (A) Exercise of options over Ordinary Shares under the Option Plans - 21 May 2018 for the Exercise of options by Lawrence Bryan; 22 May 2018 for all other PDMRs and employees.

 

In respect of (B) Sale of Ordinary Shares - 21 May 2018 for the sale by Lawrence Bryan; 22 May 2018 for all other PDMRs.

 

In respect of (C) Grant of options under Option Plans - 22 May 2018

 

In respect of (D) Grant of options under Deferred Plan - 21 May 2018

 

In respect of (E) Exercise of options under the Deferred Plan - 21 May 2018

 

f)

Place of the transactions

In respect of (A) Exercise of options over Ordinary Shares under the Option Plans - Off-market

In respect of (B) Sale of Ordinary Shares - Combination of Off-market and London Stock Exchange, AIM Market (XLON)

In respect of (C) Grant of options under Option Plans - - Off-market

In respect of (D) Grant of options under Deferred Plan - Off-market

In respect of (E) Exercise of options under the Deferred Plan - Off-market

 

 

Name of authorised official of issuer responsible for making notification:

 

Moira MacDonald

Company Secretary to Portmeirion Group PLC

 

ENQUIRIES:

 

Portmeirion Group PLC:

 

Dick Steele                                                 +44 (0) 1782 744 721       [email protected]

Non-executive Chairman

Mike Raybould                                           +44 (0) 1782 744 721       [email protected]

Group Finance Director

 

Hudson Sandler:

 

Dan de Belder                                            +44 (0) 207 796 4133       [email protected]

Nick Moore                                                                                       [email protected]

 

Panmure Gordon:

(Nominated Adviser and Broker):                 +44 (0) 207 886 2500

Freddy Crossley/ Ryan McCarthy                 Corporate Finance

James Stearns                                            Corporate Broking

 

Cantor Fitzgerald Europe:

(Joint Broker):                                            +44 (0) 207 894 7000

Catherine Leftley /Marc Milmo                  Corporate Finance

Alex Pollen                                                  Sales

 


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