Last checked at 8 Oct 2012 07:00
8 October 2012
IDOX plc
Launch of Long-Term Management Incentive Plan and Grant of Options
The Board is pleased to announce that following a period of discussion with its advisers and key shareholders in the Company, the Remuneration Committee has recommended, and the Board intends to implement as soon as possible, a long-term incentive plan for directors and senior executives of the Company. The purpose of the plan is to give key employees, in a single package, a strong incentive to meet or exceed demanding performance targets in a sustainable manner, primarily by means of awards of restricted shares.
All these awards of restricted shares and options below are made within the existing authorised 10 year, 15% limit of the Company's issued share capital.
The new long-term management incentive plan incorporates various objective performance criteria (as to growth in consolidated EBITDA, as well as overall gearing limitations) and is designed to align the interests of directors, senior executives and employees more closely with those of shareholders. Vesting of the restricted share awards within a five-year period will be contingent on the share price rising to and being sustained at 55p or higher. Participants will receive no benefit unless both the objective criteria and the share price target are achieved and must remain employed by the Company at the time of vesting. Formal awards and transfers of restricted shares pursuant to the awards will be effected at a later date and will be announced accordingly.
The intended recipients and levels of participation are:
Name | Maximum Entitlement Ordinary Shares | Additional % Interest in Company if Maximum entitlement obtained* |
Richard Kellett-Clarke | 1,900,000 | 0.55% |
William Edmondson | 1,500,000 | 0.43% |
Others (senior executives) | 6,300,000 | 1.80% |
* Based on ordinary shares in issue at the date of this announcement
Additionally, Options were granted, pursuant to the unapproved share option scheme, adopted by the Board on 1 February 2007, to the below-noted directors following the agreement of the terms of these options at the remuneration committee of the Board held on the 8th August 2012. All options referred to are exercisable over ordinary shares of 1p each in the Capital of the Company ('Ordinary Shares') as set out below :
Director No. Options Exercise Date of Grant Vesting Latest Exercise Date
Price Period
Martin Brooks 300,000 44p 5/09/2012 3 years 5/09/2019
Richard Kellett-Clarke 300,000 44p 5/09/2012 3 years 5/09/2019
William Edmondson 150,000 44p 5/09/2012 3 years 5/09/2019
The directors listed above hold the following interests in the share capital of the Company:
Director Nature of Holding Ordinary Shares Held % of issued capital
Martin Brooks Direct 1,751,849 0.50%
Indirect 6,149,679 1.76%
Richard Kellett-Clarke Direct 5,699,569 1.64%
Indirect 4,730,898 1.36%
William Edmondson Direct 100,000 0.03%
-ends-
Enquiries:
IDOX plc | +44 (0) 20 7332 6000 |
Martin Brooks, Chairman Richard Kellett-Clarke, Chief Executive |
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William Edmondson, Chief Financial Officer |
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Investec Investment Bank plc (NOMAD & Broker) | +44 (0) 20 7597 5100 |
Andrew Pinder / Patrick Robb
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FinnCap (Broker) | +44 (0) 20 7600 1658 |
Stuart Andrews / Stephen Norcross |
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Leander (Financial PR) | +44 (0) 7795 168 157 |
Christian Taylor-Wilkinson |
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About IDOX plc
IDOX plc is a supplier of specialist document management collaboration solutions and services to the UK public sector and increasingly to highly regulated asset intensive industries around the world in the wider corporate sector.
Its Public Sector Software Division is the leading applications provider to UK local government for core functions relating to land, people and property, such as its market leading planning systems and election management software. Over 90% of UK local authorities are now customers. The Group provides public sector organisations with tools to manage information and knowledge, documents, content, business processes and workflow as well as connecting directly with the citizen via the web.
Through the Information Solutions Division IDOX also supplies, predominantly to the public sector, decision support content such as grants and planning policy information as well as related specialist services.
The Engineering Information Management Division delivers engineering document management and control applications to many leading companies in industries such as oil & gas, mining, utilities, pharmaceuticals and transportation around the world.
In addition the Group provides knowledge and content management skills to customers through its TFPL branded recruitment division.
The Group employs over 450 staff located in the UK, the USA, Europe, India and Australia.For more information see www.idox.com