30 Oct 2019 12:54
Date: | 30 October 2019 |
On behalf of: | Finsbury Food Group Plc ('Finsbury', 'the Company' or 'the Group') |
For immediate release | |
The 'Executive LTIP - PDMR Dealings' announcement released on 30th October 2019 at 07:00 under RNS No 5426R has been reformatted. All material details remain unchanged.
Finsbury Food Group Plc
Replacement: Executive LTIP - PDMR Dealings
Finsbury Food Group Plc (AIM: FIF), a leading UK specialty bakery manufacturer of cake, bread and morning goods for both the retail and foodservice channels, announces that, under the terms of the Company's long term incentive plan ("LTIP"), the following awards were granted on 28 October 2019.
Director | Type of option* | Number of shares subject to option |
John Duffy, Chief Executive Officer | Nil-cost option (PSP Award) | 625,310 |
Nil-cost option (Restricted Share Award) | 512,195 | |
CSOP Option | 36,585 | |
Stephen Boyd, Group Finance Director | Nil-cost option (PSP Award) | 438,015 |
Nil-cost option (Restricted Share Award) | 358,780 | |
CSOP Option | 36,585 |
*to the extent permitted by the relevant tax legislation, each participant has been granted part of their Restricted Share Award as a tax qualifying CSOP Option.
The value of the shares subject to each PSP Award is 100% of the basic salary of each director, calculated using the average price of the shares over the three business days immediately prior to the end of the Company's FY19 financial year.
The Remuneration Committee has determined that in the vesting of the PSP Awards should be conditional upon the performance conditions set out below, to be satisfied over a period of 3 years (the "Performance Period") beginning with the start of the Company's 2020 Financial Year on 30 June 2019:
| ·; Vesting of 50% of the award will normally be based upon the amount of the adjusted diluted Earnings Per Share ("EPS") delivered in the final Financial Year of the Performance Period determined on a straight-line basis between EPS vesting targets set by the Remuneration Committee, subject to a Remuneration Committee discretion to adjust vesting levels and/or substitute such condition with EBITDA target ranges if it considers that such condition is no longer a fair and appropriate measure of the Company's financial performance during the Performance Period, taking into account factors such as the Company's EBITDA performance relative to the wider market. |
| ·; Vesting of 50% of the award will be based upon Relative Total Shareholder Return against the FTSE Small Cap (excluding investment trusts) ("TSR") over the Performance Period. |
| ·; The PSP Awards are subject to a general performance underpin, which will be assessed on a number of factors including ROCE performance, at the discretion of the Remuneration Committee. ·; The PSP Awards are also subject to a 2 year post vesting holding period during which they may not be exercised. |
In line with proposals set out in the Company's Directors' Remuneration Report for the FY19 financial year, this year the Company has granted additional share awards in the form of Restricted Stock Awards in recognition of the contribution made by and the importance of retaining and motivating the Executive Directors and the wider management team. The Restricted Stock Awards (including the CSOP Option element) will vest and become exercisable on the third anniversary of grant subject to continued employment. The value of shares subject to each Restricted Share Award (including the CSOP Option element) is 100% of the basic salary of each director, calculated using the closing price of the shares on the day prior to grant.
Mr Duffy and Mr Boyd hold, in addition to the LTIP awards set out above, 2,546,957 and 1,735,605 options over Ordinary Shares respectively.
Immediately following these awards the Company's issued share capital was 130,383,361 Ordinary Shares and there were outstanding awards (vested and unvested) under the previous and new LTIP over 10,576,834 Ordinary Shares (1,139,477 of which have been granted as linked CSOP options).
- ENDS -
For further information:
Finsbury Food Group www.finsburyfoods.co.uk 029 20 357 500
John Duffy (Chief Executive Officer)
Steve Boyd (Finance Director)
Cenkos Securities
Max Hartley (Corporate Finance)
Alma PR finsbury@almapr.co.uk 020 3405 0205
Rebecca Sanders-Hewett
Sam Modlin
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||||||||
a) | Name: | John Duffy | ||||||||||||
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 participation, auction platform, auctioneer or auction monitor | |||||||||||||
a) | Name: | Finsbury Food Group Plc | ||||||||||||
b) | LEI: | 213800NP5Y3DYJM1MF44 | ||||||||||||
4. | Details of 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: Identification code: | Ordinary Shares of 1 pence each ISIN: GB0009186429 | ||||||||||||
b) | Nature of the transaction:
| Grant of awards over Ordinary Shares under the Company's long term incentive plan | ||||||||||||
c) | Price(s) and volume(s): | PSP Award
Restricted Share Award
CSOP Option
| ||||||||||||
d) | Aggregated volume: Price: | N/A | ||||||||||||
e) | Date of the Transaction: | 28 October 2019 | ||||||||||||
f) | Place of the Transaction: | Outside a trading venue | ||||||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||||||||
a) | Name: | Stephen Boyd | ||||||||||||
2 | Reason for the notification | |||||||||||||
a) | Position/Status:
| Group Finance Director | ||||||||||||
b) | Initial Notification/Amendment:
| Initial Notification | ||||||||||||
3 | Details of the issuer, emission allowance market participation, auction platform, auctioneer or auction monitor | |||||||||||||
a) | Name: | Finsbury Food Group Plc | ||||||||||||
b) | LEI: | 213800NP5Y3DYJM1MF44 | ||||||||||||
4. | Details of 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: Identification code: | Ordinary Shares of 1 pence each ISIN: GB0009186429 | ||||||||||||
b) | Nature of the transaction:
| Grant of awards over Ordinary Shares under the Company's long term incentive plan | ||||||||||||
c) | Price(s) and volume(s): | PSP Award
Restricted Share Award
CSOP Option
| ||||||||||||
d) | Aggregated volume: Price: | N/A | ||||||||||||
e) | Date of the Transaction: | 28 October 2019 | ||||||||||||
f) | Place of the Transaction: | Outside a trading venue | ||||||||||||