6 Aug 2018 17:10
For immediate release: 6 August 2018
Minds + Machines Group Limited
("MMX", the "Company" or "Group")
Grant of Options and RSU's and PDMR Notification
Minds + Machines Group Limited (AIM:MMX), the top-level domain registry company, announces that on 6 August 2018 awards of options over ordinary shares of nil par value in the Company ("Ordinary Shares") and Restricted Stock Units ("RSU") were made to certain directors of the Company ("Directors") and certain senior managers of the Company ("Senior Managers") pursuant to the Company's LTIP.
Details of the options granted are as follows:
Name | Number of Options Granted | Exercise Price |
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Toby Hall (CEO) | 5,000,000* | Nil Paid |
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Senior Management | 800,000** | Nil Paid |
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Details of the RSUs granted are as follows: |
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Name | Number of RSU Granted |
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Michael Salazar (COO / CFO) | 5,000,000* |
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Senior Management | 2,800,000** |
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*performance conditions apply
** 50% subject to performance conditions
The options granted to Toby Hall are at nil-cost, as are the RSU' granted to Michael Salazar (together the "Directors' Awards") and, subject to the achievement of vesting conditions, the Directors' Awards will vest on the publication of the accounts of the Company for the year ended 31 December 2020.
The Directors' Awards will vest on a straight line basis, based on total shareholder return from a base price of above 7p per Ordinary Share up to full vesting at 14p per Ordinary Share. As with the 2017 option awards to Toby Hall and Michael Salazar, the Directors' Awards include provisions for early vesting in the event of a change of control of the Group.
50% of the options and RSUs granted to the Senior Managers ("Senior Manager Awards") are at nil cost and, subject to the same performance conditions as outlined above in relation to the Directors' Awards, will vest on the publication of the accounts of the Company for the year ended 31 December 2020. The Senior Manager Awards also include provisions for early vesting of options in the event of a change of control.
The remaining 50% of the Senior Manager Awards will vest on publication of the accounts of the Company for the year ended 31 December 2020.
Deep Shah, a PDMR of the Company, has received 600,000 RSU pursuant to the Senior Manager Awards. Following the Senior Manager Awards, Mr Shah is interested in 1,350,000 options and 600,000 RSU in the Company.
Following the Directors' Awards, Mr Hall and Mr Salazar's interests in the Company are as follows:
Name | Ordinary Shares | % of Existing share capital | Options and RSUs | % of Existing share capital |
Toby Hall | 500,000 | 0.06 | 15,500,000 | 1.95 |
Michael Salazar | 1,925,000 | 0.24 | 15,500,000 | 1.95 |
Outstanding options and RSUs, as a result of the Director Awards and Senior Manager Awards outlined above, now stand at 50,750,000, representing approximately 6.4% of the existing share capital.
PDMR Notification
The notification below is made in accordance with the requirements of the EU Market Abuse Regulation, requiring 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 | A. Toby Hall B. Michael Salazar C. Deep Shah | ||||||||||||
2 | Reasons for Notification | |||||||||||||
a) | Position / status | A. CEO B. CFO / COO C. Group Finance Controller | ||||||||||||
b) | Initial notification / Amendment | Initial notification | ||||||||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||||||
a) | Name | Minds + Machines Group Limited | ||||||||||||
b) | LEI | 2138008VAFDJAYYYNP95 | ||||||||||||
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 | A: Options over ordinary shares of nil par value B: Restricted Stock Units C: Restricted Stock Units
ISIN: VGG614091012
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b) | Nature of the transaction | A: Grant of Options B: Restricted Stock Units C: Restricted Stock Units
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c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price
| See 4 (c) above | ||||||||||||
e) | Date of the transaction | 6 August 2018 | ||||||||||||
f) | Place of the transaction | A. Off market transaction B. Off market transaction C. Off market transaction | ||||||||||||
For further information:
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For further information, please go to www.mmx.co
About MMX
Minds + Machines Group Limited (LSE: MMX) is the owner and operator of a world class portfolio of 32 top-level domain assets (gTLDs). As a sales and marketing-led registry business, we are focused on commercializing our portfolio in partnership with our expanding global network of distribution partners.
The MMX portfolio is currently focused around geographic domains (e.g. .london, .boston, .miami, .bayern), professional occupations (e.g. .law, .abogado, and .dds), consumer interests (e.g. .fashion, .wedding, .vip), lifestyle (e.g. .fit, .surf, .yoga), outdoor activities (e.g..fishing, .garden, .horse) and generic names such as .work and .casa. The Company also recently acquired the ICM portfolio of four high value, niche TLDs. As a business, we work through our expanding international network of registrars and distribution partners to bring the benefits of affinity based domain addresses and identifiers to B2B and consumer audiences. For more information on MMX, please visit www.mmx.co