Last checked at 22 Dec 2023 12:00
22 December 2023
Microlise Group plc
("Microlise", "the Group" or "the Company")
Grant of Options
Microlise Group plc (AIM: SAAS), a leading provider of transport management software to fleet operators, announces that the Company has granted options (the "Options") over a total of 1,049,226 ordinary shares of £0.001 each in the capital of the Company ("Ordinary Shares").
Options over a total of 1,049,226 were awarded pursuant to the Company's Performance Share Plan (the "PSP Options") at an exercise price of £0.001 per Ordinary Share.
The PSP Options, which are linked to the Company's 2023 financial year will vest on 31 December 2025, subject to the satisfaction of certain performance criteria, which comprises a total shareholder return condition and an ESG condition linked to carbon reduction. See below for further detail:
· The majority (90 per cent.) of the award will vest if the company achieves compounded annual growth of at least 18 per cent. total shareholder return in the three years from 1 January 2023 to 31 December 2025 (the "Performance Period"). An amount of 25 per cent. of the award will vest if the company achieves compounded annual growth of at least 8 per cent. to total shareholder return the performance period with straight line vesting between those points.
· A further 10 per cent. of the award is linked to the achievement of net zero carbon emissions by 2030. The maximum 10 per cent. of the award will vest if the Company achieves a 36 per cent. reduction in TC02e / FTE from the 2022 base line year. An amount of 2.5 per cent. of the award will vest if the Company achieves an 18 per cent. reduction in TC02e / FTE from the base line year with straight line vesting between those points.
The Options represent, in aggregate, 0.90 per cent. of the existing issued share capital of the Company. Following the grant of these Options, the Company has a total of 2,746,457 unvested Options outstanding, equating to approximately 2.37 per cent. of the existing issued share capital of the Company.
The grant includes options over an aggregate of 987,170 Ordinary Shares to persons discharging managerial responsibilities ("PDMRs") of the Company, which are in line with the Group's remuneration policy and are subject to typical holding, malus and clawback provisions. The resultant Option holdings of the PDMRs are as follows:
PDMR | Role | Number of Options granted | Resultant number Of Options held |
Nadeem Raza | Chief Executive Officer | 322,642 | 833,439 |
Duncan McCreadie | Chief Technical Officer | 111,698 | 271,712 |
Nick Wightman | Chief Financial Officer | 141,509 | 283,577 |
Paul Jurevicius | Business Development Director | 104,151 | 253,697 |
Stephen Watson | Product Director | 101,887 | 243,955 |
Jackie Mitchell | Human Resources Director | 92,075 | 223,675 |
Trevor McGahan | Operations Director | 113,208 | 277,708 |
Total | 987,170 | 2,437,763 |
The notification below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail.
For further information, please contact:
Microlise Group plc
Nadeem Raza, CEO
Nick Wightman, CFO C/O SEC Newgate
Singer Capital Markets (Nominated Adviser & Broker)
Steve Pearce / James Moat / Harry Gooden Tel: 020 7496 3000
SEC Newgate (Financial PR)
Bob Huxford / Molly Gretton / Harry Handyside Tel: 020 3757 6880
Email: microlise@secnewgate.co.uk
About Microlise
Microlise Group Plc is a leading provider of transport management software to fleet operators helping them to improve efficiency, safety, and reduce emissions. These improvements are delivered through reduced fuel use, reduced mileage travelled, improved driver performance, fewer accidents, elimination of paperwork and delivery of an enhanced customer experience.
Established in 1982, Microlise is an award-winning business with over 400 enterprise clients. With 463 employees based at the Group's headquarters in Nottingham in the UK, the Company also has offices in France, Australia, and India, with a total global staff base of over 670.
Microlise is listed on the AIM market of the London Stock Exchange (AIM: SAAS) and qualifies for the London Stock Exchange's Green Economy Mark.
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 | Nadeem Raza | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Chief Executive Officer | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 322,642 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name | Duncan McCreadie | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Chief Technical Officer | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 111,698 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name | Nick Wightman | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Chief Financial Officer | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 141,509 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name | Paul Jurevicius | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Business Development Director | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 104,151 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name | Stephen Watson | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Product Director | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 101,887 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name | Jackie Mitchell | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Human Resources Director | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 92,075 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name | Trevor McGahan | |||
2 | Reason for the notification
| ||||
a)
| Position/status
| Operations Director | |||
b)
| Initial notification /Amendment
| Initial Notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a)
| Name
| Microlise Group plc | |||
b)
| LEI
| 213800JRGXV9OET1LW32 | |||
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 £0.001 pence each | |||
Identification code | GB00BLR8L223 | ||||
b)
| Nature of the transaction
| Grant of Options | |||
c)
| Price(s) and volume(s) | ||||
Exercise Price(s) | Volume(s) | ||||
£0.001 | 113,208 | ||||
d)
| Aggregated information | N/A - Single Transaction | |||
- Aggregated volume | |||||
- Price | |||||
e)
| Date of the transaction
| 22/12/2023 | |||
f)
| Place of the transaction
| Off market | |||