28 May 2021 07:00
28 May 2021
7digital Group plc
("7digital" or "the Company")
Grant of Options
and
Change of Auditor
7digital (AIM: 7DIG), the global leader in end-to-end digital music solutions, announces the grant of options to directors and employees, and a change of the auditor for the Company.
Grant of Options
On 27 May 2021 (the "Grant Date"), the Company granted a total of nil-cost 64,950,000 options over ordinary shares of 0.01p each in the Company ("Ordinary Shares") pursuant to its 2014 Employee Share Plan (as amended) ("Share Plan"), which included awards to the Executive Directors and certain Non-executive Directors as detailed below. This comprises the Company's first grant of options since August 2018.
Director | Number of options granted | Resultant total options held |
Paul Langworthy, Chief Executive Officer | 11,950,000 | 14,666,667 |
Michael Juskiewicz, Chief Financial Officer | 8,000,000 | 8,000,000 |
Mark Foster, Non-executive Director* | 5,000,000 | 5,000,000 |
Helen Gilder, Non-executive Director* | 527,778 | 527,778 |
* The options granted to Mark Foster and Helen Gilder vested upon the Grant Date and relate to the settlement of accrued remuneration for prior years. The Company has determined to issue nil-cost options to these Non-executive Directors, rather than shares in lieu of cash remuneration, for tax planning purposes. The Share Plan was modified in May 2021 to permit the grant of options to Non-executive Directors as part of their standard remuneration package.
The options granted to the Executive Directors will vest as set out below, subject to the Director continuing to hold their position with the Company, with vesting periods referenced to their respective appointment dates. An Employee Benefit Trust is in process of being established.
Paul Langworthy
· 4,411,110 options upon the establishment of an Employee Benefit Trust;
· 3,555,555 options 1 July 2021;
· 427,778 options 1 April 2022; and
· 3,555,557 options on 1 July 2022.
Michael Juskiewicz
· One-third upon the establishment of an Employee Benefit Trust;
· One-third on 18 July 2021; and
· One-third on 18 July 2022.
All of the options granted to Executive Directors and Non-executive Directors expire on the tenth anniversary of the Grant Date.
Change of Auditor
7digital has appointed Haysmacintyre LLP as the auditor for the Company. A resolution in respect of the reappointment of the Company's auditor will be put to a shareholder's vote at the Company's next Annual General Meeting.
In accordance with Section 519 of the Companies Act 2006, the Company's previous auditor, BDO LLP, has deposited with the Company a statement confirming that there are no matters connected with it ceasing to hold office that need to be brought to the attention of members or creditors of the Company.
Enquiries
7digital c/o 020 7618 9100
Paul Langworthy, CEO
Arden Partners (Nominated Adviser and Broker) 020 7614 5900
Richard Johnson
Luther Pendragon (Financial PR) 020 7618 9100
Harry Chathli, Joe Quinlan
About 7digital
7digital is the global leader in B2B end-to-end digital music solutions, providing a scalable cloud-based platform that enables companies and brands to connect to its global music catalogue and rights management system to launch and manage unique and engaging music experiences. Operating worldwide in over 80 markets and integrated with more than 300,000 labels and publishers, 7digital's platform automates the complex and time consuming processes of music management, making it easier to access and use music in streaming services, social media, home fitness, gaming, retail and more. With best-in-class infrastructure, deep industry expertise and intelligence tools, 7digital empowers their clients to innovate, grow and serve tomorrow's music consumer. For more information, visit http://www.7digital.com/.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1 | Details of the person discharging managerial responsibilities / person closely associated | ||||
a) | Name | Paul Langworthy
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2 | Reason for the notification | ||||
a) | Position/status | Executive Director
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b) | Initial notification /Amendment | Initial notification | |||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | 7digital Group plc | |||
b) | LEI | 213800Z18A7JGS54KF43 | |||
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 0.01p ISIN: GB00BMH46555 | |||
b) | Nature of the transaction | Grant of options | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| N/A | 11,950,000 |
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d) | Aggregated information | N/A - single transaction | |||
e) | Date of the transaction | 27 May 2021 | |||
f) | Place of the transaction | Off Exchange | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||||
a) | Name | Michael Juskiewicz
| |||
2 | Reason for the notification | ||||
a) | Position/status | Executive Director
| |||
b) | Initial notification /Amendment | Initial notification | |||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | 7digital Group plc | |||
b) | LEI | 213800Z18A7JGS54KF43 | |||
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 0.01p ISIN: GB00BMH46555 | |||
b) | Nature of the transaction | Grant of options | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| N/A | 8,000,000 |
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d) | Aggregated information | N/A - single transaction | |||
e) | Date of the transaction | 27 May 2021 | |||
f) | Place of the transaction | Off Exchange | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||||
a) | Name | Mark Foster
| |||
2 | Reason for the notification | ||||
a) | Position/status | Non-executive Director
| |||
b) | Initial notification /Amendment | Initial notification | |||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | 7digital Group plc | |||
b) | LEI | 213800Z18A7JGS54KF43 | |||
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 0.01p ISIN: GB00BMH46555 | |||
b) | Nature of the transaction | Grant of options | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| N/A | 5,000,000 |
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d) | Aggregated information | N/A - single transaction | |||
e) | Date of the transaction | 27 May 2021 | |||
f) | Place of the transaction | Off Exchange | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||||
a) | Name | Helen Gilder
| |||
2 | Reason for the notification | ||||
a) | Position/status | Non-executive Director
| |||
b) | Initial notification /Amendment | Initial notification | |||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | 7digital Group plc | |||
b) | LEI | 213800Z18A7JGS54KF43 | |||
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 0.01p ISIN: GB00BMH46555 | |||
b) | Nature of the transaction | Grant of options | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| N/A | 527,778 |
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d) | Aggregated information | N/A - single transaction | |||
e) | Date of the transaction | 27 May 2021 | |||
f) | Place of the transaction | Off Exchange | |||