Last checked at 15 Jun 2020 15:33
IQGeo Group plc
(the "Company" or the "Group")
Result of Annual General Meeting, Grant of Options & Directorate Change
IQGeo Group plc (AIM: IQG), announces that, at the Company's Annual General Meeting ("AGM") held earlier today at its offices at CB1 Business Centre, 20 Station Road, Cambridge CB1 2JD, all resolutions put to shareholders were duly passed.
Following approval of resolution 12 with regard to the adoption of a new share option plan, and consultation with its largest shareholders on these awards, the Company confirms the issue of a total of 1,800,000 options to employees as well as 1,721,000 to directors over new ordinary shares ("Options"). This includes the award of 1,600,000 Options to Richard Petti (CEO) and of 121,000 Options to Paul Taylor (Non-executive Chairman). Following these awards, and noting that Options previously held have lapsed, Richard Petti holds 1,600,000 Options and Paul Taylor holds 121,000 Options.
The terms of the Options are as stated in the Notice of AGM, being that they vest in portions of one third on the first, second and third anniversaries of grant and have no further performance conditions other than ongoing employment on the date of vesting and of exercise. Awards will be subject to a two-year holding period from vesting point, with participants only permitted to sell shares sufficient to cover the exercise cost and any tax liability within this holding period. Awards made in the UK have an exercise price of GBP0.46 being the price of the 2019 tender offer, whilst awards to employees in the USA and Canada have an exercise price of GBP0.625 (converted to USD0.783) being the market price as of 12 June 2020. The Options will vest on a change of control.
Annual awards in the form of market value options may also be granted to the Directors and employees in future periods on comparable terms (thought the Remuneration Committee has discretion to vary terms if appropriate). The maximum number of Options in issue that have not been exercised or lapsed will be limited to 15% of the Company's issued share capital.
Directorate Change:
Tim Gingell, as previously notified, stepped down as CFO and as a director of the Company at the Company's AGM held earlier today. The search for a successor is proceeding well and further announcements will be made as soon as possible. Tim Gingell will remain with the Company as company secretary for at least a transitional period.
For further information contact:
IQGeo Group plc +44 1223 606655
Richard Petti
Tim Gingell
finnCap Ltd +44 20 7220 0500
Henrik Persson, Matthew Radley (Corporate Finance)
Tim Redfern, Richard Chambers (ECM)
Notes to Editors
About IQGeo
IQGeo™ (AIM: IQG) a leading developer of geospatial software that improves productivity and collaboration across enterprise planning, design, construction, maintenance and sales processes for telecoms and utility network operators. Our mobile-first enterprise solutions create and maintain, an accurate view of complex network assets that is easily accessible by anyone, wherever and whenever needed. Specialized applications combined with our open IQGeo Platform help network operators create a single source of network truth to meet their digital transformation ambitions and operational KPIs. Our award-winning, cloud-enabled solutions save time and money, and improve safety and productivity, while enhancing customer satisfaction. Headquartered in Cambridge, with offices in Denver, Frankfurt and Tokyo, we work with some of the largest network infrastructure operators in the world. For more information visit: https://www.iqgeo.com/
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) | Name | Richard Petti | ||||
2. | Reason for the Notification | |||||
a) | Position/status | CEO | ||||
b) | Initial notification/Amendment | Initial Notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | IQGEO Group plc | ||||
b) | LEI | 213800P2PCLCEFANB194 | ||||
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 | Options over ordinary shares of 2 pence each | ||||
Identification code | ISIN: GB00B3NCXX73 | |||||
b) | Nature of the transaction | Grant of Options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information:· Aggregated volume Price | 1,600,000 options over ordinary shares of 2 pence each, granted at 46 pence per ordinary share | ||||
e) | Date of the transaction | 15 June 2020 | ||||
f) | Place of the transaction | Outside of trading venue | ||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Paul Taylor | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Non-Executive Chairman | ||||
b) | Initial notification/Amendment | Initial Notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | IQGEO Group plc | ||||
b) | LEI | 213800P2PCLCEFANB194 | ||||
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 | Options over ordinary shares of 2 pence each | ||||
Identification code | ISIN: GB00B3NCXX73 | |||||
b) | Nature of the transaction | Grant of Options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information: · Aggregated volume · Price | 121,000 options over ordinary shares of 2 pence each, granted at 46 pence per ordinary share | ||||
e) | Date of the transaction | 15 June 2020 | ||||
f) | Place of the transaction | Outside of trading venue | ||||