28 Mar 2019 07:05
28 March 2019
IGas Energy plc (the "Company" or the "Group")
Grant of awards under the IGas Energy plc Management Retention Plan and
Executive Incentive Plan
In order to better align the interests of Directors, Persons Discharging Managerial Responsibilities ("PDMRs") and other key employees of the Group with those of shareholders, the Board of the Company has again determined that annual bonuses in excess of £30,000 will be paid to recipients in a combination of both cash and restricted stock.
Management Retention Plan ("MRP")
The Company announces the following grant to the following Director and PDMR of nil cost options over ordinary shares of the Company of nominal value 0.002 pence per share on 28 March 2019 under the rules of the Company's MRP, which was adopted by the Board in 2015:
Name of Director/PDMR | Position | Number of ordinary shares subject to base award |
Stephen Bowler | Chief Executive Officer | 56,036 |
Julian Tedder | Chief Financial Officer | 35,522 |
The awards under MRP are subject to malus and clawback and may not be exercised or disposed of until 25 February 2020.
Executive Incentive Plan ("EIP")
Recognising the continuing need to have a strong retention and motivational share plan in place for key members of staff to deliver against our business plan the Board has also approved a grant of awards under the Company's EIP - the fourth such award since EIP was adopted by the Board in 2016.
As a result, the Company announces the following grant to the following Director and PDMR, based on a 30 day VWAP and equating to 100% of each Director and PDMR's salary, of nil cost options over ordinary shares of the Company of nominal value 0.002 pence per share on 28 March 2019 under EIP, which was adopted by the Board on 16 March 2016:
Name of Director/PDMR | Position | Number of ordinary shares subject to base award |
Stephen Bowler | Chief Executive Officer | 469,435 |
Julian Tedder | Chief Financial Officer | 335,311 |
The options granted under the EIP will take the form of a base award over the number of ordinary shares specified above and will only vest if certain share price appreciation targets, based off a 90p starting point, are achieved according to the following criteria:
Share Price Appreciation | Payout | Share Price Range (£) | |
| 0% | ||
8% - 11% for 3 years | 25% | £1.13 - £1.25 | |
12% - 15% for 3 years | 50% | £1.26 - £1.39 | |
16% - 19% for 3 years | 75% | £1.40 - £1.54 | |
20% - 24% for 3 years | 100% | £1.55 - £1.74 | |
25% - 29% for 3 years | 150% | £1.75 - £1.96 | |
> 30% for 3 years |
| 200% | £1.97 and above |
The performance condition is based on the Company's share price in the vesting period to 25 February 2022. No shares under the option vest if the share price is less than £1.13 per share at the end of the performance period.
The options are subject to malus and clawback provisions contained in the rules of the EIP however for the avoidance of doubt, the maximum number of shares which can be awarded to the CEO and CFO under the EIP in any one year is 200% of salary.
Each individual's base award may become exercisable on the third anniversary of the date of grant of the options, subject to continued employment.
Further details of the EIP are included in the Company's Directors' Remuneration Report.
The information set out below is provided in accordance with the requirements of Regulation 19(3) of the EU Market Abuse Regulation No 596/2014:
1. | Details of Director/ PDMR / person closely associated | |||||||
a) | Name | (i) Stephen Bowler (ii) Julian Tedder | ||||||
2. | Reason for the notification | |||||||
a) | Position / status | (i) Chief Executive Officer (ii) Chief Financial Officer
[For PCAs, state that the notification concerns a PCA and the name and position of the relevant PDMR.] | ||||||
b) | Initial notification /amendment | Initial notification | ||||||
3. | Details of the issuer | |||||||
a) | Name | IGas Energy plc | ||||||
b) | LEI | 213800S8WP2L294NR559 | ||||||
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 | Ordinary shares of 0.002p each | ||||||
b) | Identification code of the Financial Instrument | ISIN for IGas Energy plc: GB00BZ042C28 | ||||||
c) | Nature of the transaction | Grant of nil cost options by the Company under the Company's MRP | ||||||
d) | Price(s) and volume(s) |
| ||||||
e) | Aggregated information - Aggregated volume - Price | N/A
| ||||||
f) | Date of the transaction | 28 March 2019 | ||||||
g) | Place of the transaction | Outside a trading venue | ||||||
1. | Details of Director/ PDMR / person closely associated | |||||||
a) | Name | (iii) Stephen Bowler (iv) Julian Tedder | ||||||
2. | Reason for the notification | |||||||
a) | Position / status | (iii) Chief Executive Officer (iv) Chief Financial Officer
[For PCAs, state that the notification concerns a PCA and the name and position of the relevant PDMR.] | ||||||
b) | Initial notification /amendment | Initial notification | ||||||
3. | Details of the issuer | |||||||
a) | Name | IGas Energy plc | ||||||
b) | LEI | 213800S8WP2L294NR559 | ||||||
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 | Ordinary shares of 0.002p each | ||||||
b) | Identification code of the Financial Instrument | ISIN for IGas Energy plc: GB00BZ042C28 | ||||||
c) | Nature of the transaction | Grant of nil cost options by the Company under the Company's EIP | ||||||
d) | Price(s) and volume(s) |
| ||||||
e) | Aggregated information - Aggregated volume - Price | N/A
| ||||||
f) | Date of the transaction | 28 March 2019 | ||||||
g) | Place of the transaction | Outside a trading venue | ||||||
This notification is made pursuant to rule 17 and Schedule 5 of the AIM Rules for Companies.
For further information please contact:
IGas Energy plc
Tel: +44 (0)20 7993 9899
Stephen Bowler, Chief Executive Officer
Julian Tedder, Chief Financial Officer
Ann-marie Wilkinson, Director of Corporate Affairs
Investec Bank plc (NOMAD and Joint Corporate Broker)
Tel: +44 (0)20 7597 5970
Sara Hale/Jeremy Ellis/Neil Coleman
Canaccord Genuity (Joint Corporate Broker)
Tel: +44 (0)20 7523 8000
Henry Fitzgerald-O'Connor
Vigo Communications
Tel: +44 (0)20 7830 0230
Patrick d'Ancona/Chris McMahon