Last checked at 17 Apr 2019 07:00
Cambridge Cognition Holdings Plc
('Cambridge Cognition' or the 'Company')
Grant of Options
The neuroscience technology company Cambridge Cognition Holdings plc (AIM: COG), which develops and markets neuroscience technologies to assess brain health, announces that on 16 April 2019, the Company granted options ("Options") over a total of 189,000 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:
- 63,000 were granted to Persons Discharging Managerial Responsibilities ("PDMRs") on behalf of the Company; and
- 126,000 were granted to other employees of the Company.
60,000 of the Options granted to PDMRs together with 105,000 of the 126,000 Options granted to other employees are exercisable at a price of 72 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 2020 is greater than 150 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 2020 is between 110 pence and 150 pence per Ordinary Share; and
- 45% of the Options granted will vest if the profit after tax as reported in the audited statutory accounts of the Group for the two financial years ended 31 December 2019 and 31 December 2020 when added together is greater than £nil. Should this requirement not be met, 20% of the total shares granted will vest if the profit after tax as reported in the audited statutory accounts of the Group for the financial year ended 2020 is greater than £nil.
The remaining 24,000 Options (including 3,000 awarded to PDMRs) 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 973,406, representing approximately 4.03% 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 | Jennifer Barnett - Chief Scientific Officer Ricky Dolphin - Chief Technology Officer Malcolm Gates - Director of Group Finance Mark Miller-Holliday - Director of International Sales and Business Development |
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 16 April 2019
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Identification code | GB00B8DV9647 | |
b) | Nature of the transaction | Grant of Options over Ordinary Shares
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c) | Price(s) and volume(s) | Price: n/a Volumes: Jennifer Barnett - 25,000 Options Ricky Dolphin - 10,000 Options Malcolm Gates - 26,500 Options Mark Miller-Holliday - 1,500 Options |
d) | Aggregated information: · Aggregated volume · Price | n/a |
e) | Date of the transaction | 16 April 2019 |
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 |
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Steven Powell, Chief Executive Officer Nick Walters, Chief Financial Officer | Tel: 01223 810 700
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finnCap Ltd (NOMAD and Joint Broker) | Tel: 020 7220 0500 |
Geoff Nash / Simon Hicks | (Corporate Finance) |
Alice Lane/ Manasa Patil | (ECM)
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Dowgate Capital Limited (Joint Broker) David Poutney/ James Serjeant | Tel: 020 3903 7715 (Corporate Broking) |
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IFC Advisory Limited (Financial PR and IR) | Tel: 020 3934 6630 |
Graham Herring/ Miles Nolan/ Zach Cohen |
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