Last checked at 19 Jul 2023 07:00
Mirriad Advertising plc
("Mirriad" or the "Company")
LTIP option awards and PDMR dealings
Mirriad Advertising plc, the leading in-content advertising company, announces that, under the terms of the Company's long-term incentive plan ("LTIP"), a total of 25,687,322 options over Ordinary Shares of £0.00001 each in the Company (the "Options") were granted on 19 July 2023 to a director, senior managers and employees, as detailed below.
The Options consist of three grants:
1. New three year Options granted to Mirriad's three senior executives: the Chief Executive Officer (CEO), the General Manager (GM) of North America and the Chief Technology Officer (CTO). These have been issued at a strike price of 3p each (equivalent to the price of the recent placing and open offer). The Options will vest annually over three years;
2. Grants to the same three senior executives in return for agreeing to one-off 12 month salary cuts of 10%, in the case of the CEO, and 5% for the GM North America and CTO respectively. In the case of the CEO and the CTO these Options will have a strike price equivalent to the nominal value of the Company's ordinary shares(£0.00001). For the GM North America these Options have a strike price of 3p as the personal tax treatment of nominal value options differs in the US . All these Options have a one year vesting period; and
3. Grants to certain other senior managers some of whom are regarded as PDMRs. These grants continue the programme of annual Option grants to senior managers which commenced in 2022. These Options have a strike price of 3p and vest after two years.
Director and PDMR Option awards: new three year options with a strike price of 3p
Name and position | Number of shares subject to option |
Stephan Beringer, CEO (Executive Director) | 12,740,584 |
Mark Melvin, GM North America (PDMR) | 1,800,000 |
Philip Mattimoe, Chief Technology Officer (PDMR) | 4,069,999 |
Total option grants in this category | 18,610,583 |
Director and PDMR Option awards: new one year options with a strike price of £0.00001
Name and position | Number of shares subject to option |
Stephan Beringer, CEO (Executive Director) | 1,512,712 |
Philip Mattimoe, Chief Technology Officer (PDMR) | 366,102 |
Total option grants in this category | 1,878,814 |
Director and PDMR Option awards: new one year options with a strike price of 3p
Name and position | Number of shares subject to option |
Mark Melvin, GM North America (PDMR) | 1,448,400 |
PDMR Option awards: new two year options with a strike price of 3p
Name and position | Number of shares subject to option |
Rajasekhar Parakkal, MD India (PDMR) | 280,000 |
Tim Jones, Global Head of Research & Insights (PDMR) | 214,288 |
Jamie Allen, Group Financial Controller & Company Secretary (PDMR) | 195,431 |
Total option grants in this category | 689,719 |
In total the Company has granted 22,627,516 Options to senior managers who are either Directors or deemed PDMRs.
Other senior managers and employee option awards
The Company has also granted 2,152,555 Options to ten existing senior managers, who are not regarded as PDMRs. These options have a strike price of 3p and will also vest after two years on 19 July 2025 and will add to existing option grants, which were initially granted on 6 June 2022.
Total options granted
In total this grant of 24,780,071 Options equates to 5.1% of the Company's existing issued share capital (the "ISC"). In total, following the grant of these Options, 48,229,831 options are now under grant but not exercised under the Mirriad Advertising plc LTIP scheme (the "Total Options"), which equates to 9.9% of the ISC. The weighted average price of the Total Options is approximately 9.1p.
The notifications below are made in accordance with the requirements of the Market Abuse Regulations.
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Stephan Beringer |
2 | Reason for the notification | |
a) | Position / status | Chief Executive Officer (Director) |
b) | Initial notification / amendment | Initial notification |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Mirriad Advertising plc |
b) | LEI | 213800ZKOK9GIME7HE62 |
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 Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
b)
| Nature of the transaction
| Grant of Options over Ordinary Shares |
c)
| Price(s) and volume(s)
| Exercise price 3p, volume 12,740,584
Exercise price £0.00001, volume 1,512,712 |
d) | Aggregated information - Aggregated volume - Price |
14,253,296 £382,233 |
e) | Date of the transaction | 19 July 2023 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Mark Melvin |
2 | Reason for the notification | |
a) | Position / status | GM North America (PDMR) |
b) | Initial notification / amendment | Initial notification |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Mirriad Advertising plc |
b) | LEI | 213800ZKOK9GIME7HE62 |
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 Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
b)
| Nature of the transaction
| Grant of Options over Ordinary Shares |
c)
| Price(s) and volume(s)
| Exercise price 3p, volume 3,248,400 |
d) | Aggregated information - Aggregated volume - Price |
3,248,400 £97,452 |
e) | Date of the transaction | 19 July 2023 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Philip Mattimoe |
2 | Reason for the notification | |
a) | Position / status | CTO (PDMR) |
b) | Initial notification / amendment | Initial notification |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Mirriad Advertising plc |
b) | LEI | 213800ZKOK9GIME7HE62 |
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 Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
b)
| Nature of the transaction
| Grant of Options over Ordinary Shares |
c)
| Price(s) and volume(s)
| Exercise price 3p, volume 4,069,999
Exercise price £0.00001, volume 366,102 |
d) | Aggregated information - Aggregated volume - Price |
4,436,101 £122,104 |
e) | Date of the transaction | 19 July 2023 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Rajasekhar Parakkal |
2 | Reason for the notification | |
a) | Position / status | MD India (PDMR) |
b) | Initial notification / amendment | Initial notification |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Mirriad Advertising plc |
b) | LEI | 213800ZKOK9GIME7HE62 |
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 Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
b)
| Nature of the transaction
| Grant of Options over Ordinary Shares |
c)
| Price(s) and volume(s)
| Exercise price 3p, volume 280,000 |
d) | Aggregated information - Aggregated volume - Price |
280,000 £8,400 |
e) | Date of the transaction | 19 July 2023 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Tim Jones |
2 | Reason for the notification | |
a) | Position / status | Global Head of Research & Insights (PDMR) |
b) | Initial notification / amendment | Initial notification |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Mirriad Advertising plc |
b) | LEI | 213800ZKOK9GIME7HE62 |
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 Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
b)
| Nature of the transaction
| Grant of Options over Ordinary Shares |
c)
| Price(s) and volume(s)
| Exercise price 3p, volume 214,288 |
d) | Aggregated information - Aggregated volume - Price |
214,288 £6,429 |
e) | Date of the transaction | 19 July 2023 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Jamie Allen |
2 | Reason for the notification | |
a) | Position / status | Group Financial Controller & Company Secretary (PDMR) |
b) | Initial notification / amendment | Initial notification |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Mirriad Advertising plc |
b) | LEI | 213800ZKOK9GIME7HE62 |
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 Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
b)
| Nature of the transaction
| Grant of Options over Ordinary Shares |
c)
| Price(s) and volume(s)
| Exercise price 3p, volume 195,431 |
d) | Aggregated information - Aggregated volume - Price |
195,431 £5,863 |
e) | Date of the transaction | 19 July 2023 |
f) | Place of the transaction | Outside a trading venue |
ENDS
For further information please visit www.mirriad.com or contact:
Mirriad Advertising plc Stephan Beringer, Chief Executive Officer David Dorans, Chief Financial Officer
| Tel: +44 (0)207 884 2530 |
Nominated Adviser & Broker: Panmure Gordon James Sinclair-Ford/Daphne Zhang (Corporate Advisory) Rupert Dearden (Corporate Broking)
| Tel: +44 (0)20 7886 2500
|
Financial Communications: Charlotte Street Partners Tom Gillingham Fergus McGowan |
Tel: +44 (0) 7741 659021 Tel: +44 (0) 7590 049023 |
About Mirriad
Mirriad's award-winning solution unleashes new revenue for content producers and distributors by creating new advertising inventory in content. Our patented, AI and computer vision technology dynamically inserts products and innovative signage formats after content is produced. Mirriad's market-first solution seamlessly integrates with existing subscription and advertising models, and dramatically improves the viewer experience by limiting commercial interruptions.
Mirriad currently operates in the US, Europe and the Middle East.