13 Dec 2018 11:52
Connect Group PLC
Director/PDMR Shareholding
Connect Group PLC (the "Company") announces that it has been notified of the following transactions in the Company's ordinary 5p shares undertaken by directors / persons discharging managerial responsibility:
Connect Group Long Term Incentive Plan FY2019-2021 ('LTIP')
The following awards were granted as conditional awards, where a participant will receive an allocation of shares following the normal vesting date, subject to the extent to which the applicable performance conditions have been satisfied and their continuing employment.
As indicated in the Company's FY2018 Directors' Remuneration Report, the Company confirms that the vesting of the LTIP award will depend on the achievement of the following performance conditions:
Performance period | Adjusted Earnings Per Share (Adjusted EPS) in final year of performance period | Aggregate cash-flow from operations over three years | Proportion exercisable |
Three years ending 31 August 2021 | Below 9.8p | £125m | Zero |
9.8p | £125m | 20% | |
Between 9.8p and 12.3p | Between £125m and £150m | 20%-100% | |
12.3p or more | £150m or more | 100% |
The Company has considered carefully the level of target performance and the corresponding performance range for each measure to ensure that they are sufficiently stretching and promote long-term sustainable success. Whilst the performance ranges are lower than those set for the LTIP awards made in FY2017, recognising the scale of the prior year under performance and the degree of challenge contained in the Group's recovery plan, both target ranges are set at a level higher than the FY2018 financial results and exceed the Company's assessment of analyst consensus at the present time.
The vested shares will be subject to a holding period of two years from the vesting date and subject to customary malus and clawback events. The value of any dividends accrued, in the form of dividend equivalents, will normally be paid in shares at the end of period (third anniversary) based on the number of vested shares and will also be subject to the holding period of two years from the vesting date.
No consideration was paid for the grant of the award. For the purposes of this award, the grant was made at a share price of 36.025p.
Name of Participant | Form of Award | Normal Vesting Date | Maximum Number of Shares |
Jos Opdeweegh | Conditional award | The day following the end of the performance period on which the performance Conditions have been assessed and notified to the Participant | 1,249,132 |
Tony Grace | Conditional award | The day following the end of the performance period on which the performance conditions have been assessed and notified to the Participant | 818,875
|
Jonathan Bunting | Conditional award | The day following the end of the performance period on which the performance conditions have been assessed and notified to the Participant | 404,319 |
As noted in the Company's FY2018 Directors' Remuneration Report, the LTIP grant levels for Jos Opdeweegh and Tony Grace are equivalent to 100% of base salary at grant, which was agreed as part of their joining terms. For Jonathan Bunting the award represents a scale-back of 50% of the usual award of 100% of base salary.
The relevant notifications set out below are provided in accordance with the requirements of Article 19 of the EU Market Abuse Regulation.
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Jos Opdeweegh
| |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Executive Director, 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
| Connect Group PLC | |||
b)
| LEI
| 2138004033ONVOOQXB02 | |||
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 5p shares | |||
Identification code | ISIN: GB00B17WCR61 | ||||
b)
| Nature of the transaction
| Award of conditional award pursuant to the Connect Group PLC Long Term Incentive Plan | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
36.025p | 1,249,132 | ||||
d)
| Aggregated information | n/a single transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 13 December 2018 | |||
f)
| Place of the transaction
| Grant of the award took place outside of a trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Tony Grace | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Executive Director, Chief Financial Officer | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Connect Group PLC | |||
b)
| LEI
| 2138004033ONVOOQXB02 | |||
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 5p shares | |||
Identification code | ISIN: GB00B17WCR61 | ||||
b)
| Nature of the transaction
| Award of conditional award pursuant to the Connect Group PLC Long Term Incentive Plan | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
36.025p | 818,875 | ||||
d)
| Aggregated information | n/a single transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 13 December 2018 | |||
f)
| Place of the transaction
| Grant of the conditional award took place outside of a trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Jonathan Bunting
| |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Executive Director, Chief Executive Officer of Smiths News | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Connect Group PLC | |||
b)
| LEI
| 2138004033ONVOOQXB02 | |||
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 5p shares | |||
Identification code | ISIN: GB00B17WCR61 | ||||
b)
| Nature of the transaction
| Award of conditional award pursuant to the Connect Group PLC Long Term Incentive Plan | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
36.025p | 404,319 | ||||
d)
| Aggregated information | n/a single transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 13 December 2018 | |||
f)
| Place of the transaction
| Grant of the conditional award took place outside of a trading venue | |||
Adele Duff
Deputy Company Secretary