Last checked at 3 May 2018 07:00
Cambridge Cognition Holdings Plc
('Cambridge Cognition' or the 'Company')
Grant of Options
The digital neuroscience company Cambridge Cognition Holdings plc (AIM: COG, 'the Company'), which develops and markets software products to assess brain health, announces that on 2 May 2018, the Company granted options ("Options") over a total of 404,500 ordinary shares of 1 pence each in the capital of the Company ("Ordinary Shares") pursuant to the Company's EMI option scheme and the Company's unapproved option scheme.
Of these Options:
- 225,000 were granted to Persons Discharging Managerial Responsibilities ("PDMRs") on behalf of the Company; and
- 179,500 were granted to other employees of the Company.
The 225,000 Options granted to PDMRs together with 170,500 of the 179,500 Options granted to other employees are exercisable at a price of 1 pence per Ordinary Share from three years following the date of award until the tenth anniversary of the date of award, subject to satisfying the following performance criteria:
- 55% of the Options granted will vest if the average closing mid-market price of an Ordinary Share for the final 10 trading days of 2019 is greater than 170 pence per Ordinary Share. A pro rata sliding scale will apply if the average closing mid-market price of an Ordinary Share for the final 10 trading days of 2019 is between 130 pence and 170 pence per Ordinary Share; and
- 45% of the Options granted will vest if the Company reports a post-tax profit in the audited accounts in both of the two financial years ended 31 December 2018 and 31 December 2019. If this is achieved in only one of these years, then 10% of the Options will vest.
The remaining 9,000 Options are exercisable at a price of 1 pence per Ordinary Share from two years following the date of award until the tenth anniversary of the date of award. All of these Options are granted over shares already in issue and held by Cambridge Cognition Trustees Limited on behalf of the Employee Benefit Trust.
Following the grant of Options, the total number of Options outstanding over unissued Ordinary Shares is 2,198,106, representing approximately 10.62% of the Company's issued share capital.
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 and persons closely associated with them.
1. | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Names | Steven Powell - Chief Executive Officer Nicholas Walters - Chief Financial Officer Jennifer Barnett - Chief Scientific Officer Mark Miller-Holliday - Director of International Sales and Business Development Ricky Dolphin - Technical & Operations Director |
2. | Reason for the Notification | |
a) | Position/status | See 1(a) above for 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 | Cambridge Cognition Holdings Plc |
b) | LEI | 213800SZKDIN122EPA96 |
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 | In each case, the grant of Options over Ordinary Shares on 2 May 2018
|
Identification code | GB00B8DV9647 | |
b) | Nature of the transaction | Grant of Options over Ordinary Shares
|
c) | Price(s) and volume(s) | Price: n/a Volumes: Steven Powell - 100,000 Options Nicholas Walters - 25,000 Options Jennifer Barnett - 25,000 Options Mark Miller-Holliday - 50,000 Options Ricky Dolphin - 25,000 Options |
d) | Aggregated information: · Aggregated volume · Price | n/a |
e) | Date of the transaction | 2 May 2018 |
f) | Place of the transaction | Outside a trading venue |
The information communicated in this announcement is inside information for the purposes of Article 7 of EU Regulation 596/2014
Enquiries
Cambridge Cognition Holdings PLC | |
Steven Powell, Chief Executive Officer Nick Walters, Chief Financial Officer | Tel: 01223 810 700
|
finnCap Ltd (NOMAD and Joint Broker) | Tel: 020 7220 0500 |
Geoff Nash / Simon Hicks | (Corporate Finance) |
Alice Lane | (Corporate Broking)
|
Dowgate Capital Stockbrokers Limited (Joint Broker) David Poutney/ James Serjeant | Tel: 020 3903 7715 (Corporate Broking) |
IFC Advisory Limited (Financial PR and IR) | Tel: 020 3934 6630 |
Graham Herring/ Miles Nolan/ Zach Cohen |