Last checked at 9 May 2019 17:24
9 May 2019
Churchill China plc (the "Company")
Grant of Options under LTIP
Grant of Share Options
On 9 May 2019, the following options over 10p ordinary shares in the Company ("Ordinary Shares") were granted under the Churchill China Long Term Incentive Plan ("CCLTIP") (the "Grants"):
Director | Position | Number of options over Ordinary Shares granted | Exercise Price | Market Price at Date of Grant |
David O'Connor | Chief Executive Officer | 13,010 | 10p | 1,605p |
David Taylor | Finance Director | 10,015 | 10p | 1,605p |
James Roper | Sales and Marketing Director | 8,879 | 10p | 1,605p |
The Grants are subject to the achievement of performance conditions as specified by the Remuneration Committee and are subject to claw back provisions in certain circumstances. The performance conditions require that the Company's adjusted (pre-exceptional items and adjusted for pension interest charges and credits) earnings per share ("Adjusted EPS") for the financial year ending 31 December 2021 reaches the following figures for each level of vesting:
Adjusted EPS for year ending 31 December 2021 | % Increase on 2018 | % of Grant that Vests |
89.5p | 27% | 25% |
94.2p | 33% | 40% |
98.9p | 40% | 100% |
Between these target levels, share options will vest on a straight line basis and shares will vest, subject to the achievement of these performance conditions, from 9 May 2022.
The Adjusted EPS for the base year 2018 has been calculated as 70.7p excluding the net effect of pension fund interest charges and exceptional items.
The Grant values represent 75 per cent of current base salary for each participant.
Resultant Holdings
Following Grant of new options set out above:
David O'Connor is interested in 49,020 Ordinary Shares representing 0.4 per cent. of the total issued share capital of the Company. David O'Connor also holds options over Ordinary Shares as follows:
Options Held | Option Exercise Price | Expiry Date |
13,010 | 10p | 03.05.2029 |
14,570 | 10p | 04.05.2028 |
15,179 | 10p | 02.05.2027 |
12,698 | 10p | 16.05.2026 |
David Taylor is interested in 59,555 Ordinary Shares representing 0.5 per cent. of the total issued share capital of the Company. David Taylor also holds options over Ordinary Shares as follows:
Options Held | Option Exercise Price | Expiry Date |
10,015 | 10p | 03.05.2029 |
11,216 | 10p | 04.05.2028 |
11,685 | 10p | 02.05.2027 |
10,159 | 10p | 16.05.2026 |
James Roper is interested in 1,000,835 Ordinary Shares representing 9.1 per cent. of the total issued share capital of the Company. James Roper also holds options over Ordinary Shares as follows:
Options Held | Option Exercise Price | Expiry Date |
8,879 | 10p | 03.05.2029 |
9,347 | 10p | 04.05.2028 |
9,737 | 10p | 02.05.2027 |
8,127 | 10p | 16.05.2026 |
The notification below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail:
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| David O'Connor | |||
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
| Churchill China plc | |||
b)
| LEI
| 213800GQ51I4LZQ5AR09 | |||
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 | Ordinary shares of 10 pence each | |||
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Identification code | GB0001961035 | ||||
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b)
| Nature of the transaction
| Grant of options to acquire ordinary shares (exercise price of 10p) | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| 10 pence | 13,010 |
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d)
| Aggregated information | n/a | |||
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- Aggregated volume |
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- Price |
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e)
| Date of the transaction
| 9 May 2019 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| David Taylor
| |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Finance Director | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Churchill China plc | |||
b)
| LEI
| 213800GQ51I4LZQ5AR09 | |||
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 | Ordinary shares of 10 pence each | |||
|
| ||||
Identification code | GB0001961035 | ||||
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| ||||
b)
| Nature of the transaction
| Grant of options to acquire ordinary shares (exercise price of 10p) | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| 10 pence | 10,015 |
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d)
| Aggregated information | n/a | |||
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- Aggregated volume |
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- Price |
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e)
| Date of the transaction
| 9 May 2019 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| James Roper
| |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Sales and Marketing Director | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Churchill China plc | |||
b)
| LEI
| 213800GQ51I4LZQ5AR09 | |||
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 | Ordinary shares of 10 pence each | |||
|
| ||||
Identification code | GB0001961035 | ||||
|
| ||||
b)
| Nature of the transaction
| Grant of options to acquire ordinary shares (exercise price of 10p) | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| 10 pence | 8,879 |
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d)
| Aggregated information | n/a | |||
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- Aggregated volume |
| ||||
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| ||||
- Price |
| ||||
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e)
| Date of the transaction
| 9 May 2019 | |||
f)
| Place of the transaction
| Off market | |||
For further details, please contact:
Churchill China plc |
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David Taylor, Finance Director | +44 (0)1782 577566 |
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N+1 Singer (NOMAD & Broker) |
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Richard Lindley | +44 (0)20 7496 3000 |
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|
Buchanan |
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Mark Court /Sophie Wills | +44(0)20 7466 5000 |