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31 Dec 2020 07:00
ContourGlobal plc (the "Company")
NOTIFICATION OF TRANSACTIONS BY PDMR
31 December 2020
Notification of Transaction by Persons Discharging Managerial Responsibilities ("PDMRs")
This notification relates to a vesting of an award made to Joseph C. Brandt by Reservoir Capital Group under the Private Incentive Plan (PIP), which was notified on 18 March 2019. The PIP is a legacy plan established by Reservoir Capital Group in connection with its original investment in the business now held by ContourGlobal plc and modified in anticipation of the Company's initial listing in 2017.
ContourGlobal plc is not a party to the PIP and has no financial obligation to pay cash or issue shares to settle the PIP. All shares that would be delivered under the award would be delivered from Reservoir Capital Group's holding of shares in ContourGlobal plc (through ContourGlobal L.P. as discussed below).
The award was in the form of partnership units in Contour Management Holdings LLC which is a partner in ContourGlobal L.P. (the limited partnership through which Reservoir Capital Group owns shares in ContourGlobal plc). The award was of Class S units, Class C units and Class B units. This notification relates to Class S units only. Under the terms of the PIP, the Class S units entitle the award-holder to receive from Contour Management Holdings LLC, as and when distributions are made by Contour Management Holdings LLC relating to Contour Management Holdings LLC Class S units in ContourGlobal L.P., cash or shares in the Company. In the case of the award of Class S units to Mr Brandt, this relates to up to 7,403,453 ContourGlobal plc shares (including the impact of accrued dividends). The Company has been notified that the financial performance conditions were tested on 27 December 2020 and that the number of shares in the Company relevant to Mr Brandt's award of Class S units has been determined to be 7,403,453. ContourGlobal L.P. is transferring, effective as of 27 December 2020, that number of shares to Contour Management Holdings LLC in connection with Mr Brandt's Class S units in Contour Management Holdings LLC. ContourGlobal L.P. is also expected to transfer cash to ContourGlobal Management Holdings LLC related to the dividend payable by ContourGlobal plc on 29 December 2020 for these shares. Other transfers of shares in the Company totalling 3,339,531 shares were also made by ContourGlobal L.P. to Contour Management Holdings LLC in connection with the vesting of Class S units held by other current and former members of management of the Company.
Further details of the PIP and of the award can be found in the Company's 2019 Directors' Remuneration Report.
The following notification is made pursuant to Article 19(3) of the Market Abuse Regulation:
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name | Joseph C Brandt | ||||
2 | Reason for the notification | |||||
(a) | Position/status | President & 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 | ContourGlobal plc | ||||
(b) | LEI | 5493002I3A4J5TFOR115
| ||||
4 | Details of the transaction(s): | |||||
(a) | Description of the financial instrument, type of instrument
| Ordinary shares of 1p
| ||||
(b) | Nature of transaction | 1. Vesting of entitlement represented by Class S units, in respect of 7,403,453 shares, as described above.
| ||||
(c) | Price(s) and volume(s) | 1. Vesting (as described above)
| ||||
(d)
| Aggregated information
- Aggregated volume
- Price
|
1. Vesting (as described above)
| ||||
(e) | Date of the transaction | 27-12-2020 | ||||
(f) | Place of the transaction | Outside a trading venue. | ||||
END
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