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11 Nov 2021 07:00
The information contained within this announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.
Surface Transforms plc
("Surface Transforms" or the "Company")
Grant of Options
11 November 2021
Surface Transforms plc (AIM:SCE) announces that it has granted options over 1,810,105 new ordinary shares of 1 pence each in the Company ("Ordinary Shares") under its existing HMRC "Enterprise Management Investment scheme" (EMI) share option scheme to a director, Michael Cunningham, five non-director PDMRs, and 29 other employees (the "Options").
The Options are exercisable at a price of 57p per Ordinary Share, being the closing price on 10 November 2021 and will be exercisable subject to certain performance criteria being met in the case of directors and non-director PDMRs, and between the second and tenth anniversaries of grant for other employees.
Michael Cunningham, CFO, has been awarded 173,700 Options, the five non-director PDMRs have been awarded a total of 936,405 Options and other employees have been awarded a total of 700,000 Options.
The vesting of the Options for all employees is conditional on the continued employment of the option holder. For directors and PDMRs, the Options vest after the achievement of three independent commercial criteria being, the Company:
(i) achieving a minimum of £20m of sales in a rolling twelve-month period;
(ii) achieving a minimum of £5m profit before tax in a rolling twelve-month period; and
(iii) installing capacity capable of achieving annual sales of at least £60m.
The achievement of each and any of these three criteria will result in the vesting of one third of the Options.
David Bundred (Chairman) said: "The timing and quantum of these awards is simply one of the many actions currently being implemented within the Company as we transition into higher volume production and profitability in the next few months.
The Board expects the Company to become profitable in 2022 which will result in its gross assets exceeding the £30m threshold stipulated in the EMI scheme rules, thereby precluding any further option grants under the Company's existing EMI scheme.
PDMRs are normally granted options, up to a common pre-agreed limit, progressively over their first three to four years of service with the Company. Whilst there has been a small acceleration in the timing of these Options being granted, the total number of options granted by the Company remains within the QCA guidance to the remuneration committee. Notwithstanding this fact, the Board agreed that given the longer-term nature of these instruments, that they should be set at levels exceeding current market expectations. These targets, whilst stretching, are considered achievable by the Board within the timelines of the Options."
Further details on the Director and PDMR awards are set out in the disclosure tables further below.
For enquiries, please contact:
Surface Transforms plc. +44 151 356 2141
David Bundred, Chairman
Kevin Johnson, CEO
Michael Cunningham CFO
Zeus Capital Limited (Nominated Advisor and Joint Broker) +44 203 829 5000
David Foreman / Dan Bate / Jordan Warburton (Corporate Finance)
Dominic King (Corporate Broking)
finnCap Ltd (Joint Broker) +44 20 7220 0500
Ed Frisby/Abigail Kelly (Corporate Finance)Richard Chambers/Barney Hayward (ECM)
About Surface Transforms
Surface Transforms plc. (AIM:SCE) develop and produce carbon‐ceramic material automotive brake discs. The Company is the UK's only manufacturer of carbon‐ceramic brake discs, and only one of two mainstream carbon ceramic brake disc companies in the world, serving customers that include major OEMs in the global automotive markets.
The Company utilises its proprietary next generation Carbon Ceramic Technology to create lightweight brake discs for high‐performance road and track applications for both internal combustion engine and electric vehicles. While competitor carbon‐ceramic brake discs use discontinuous chopped carbon fibre, Surface Transforms interweaves continuous carbon fibre to form a 3D matrix, producing a stronger and more durable product with improved heat conductivity compared to competitor products; this reduces the brake system operating temperature, resulting in lighter and longer life components with superior brake performance. These benefits are in addition to the benefits of all carbon‐ceramic brake discs vs. iron brake discs: weight savings of up to 70%, longer product life, consistent performance, reduced brake pad dust and corrosion free.
For additional information please visit www.surfacetransforms.com
Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities ("PDMR") and persons closely associated with them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | Mr Michael Cunningham | ||||||
2 | Reason for notification |
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a. | Position/Status | CFO | ||||||
b. | Initial notification/ Amendment | Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Surface Transforms plc | ||||||
b. | LEI | 213800GQHNJPE5O8XO79 | ||||||
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 instrumentIdentification Code | Ordinary Shares of 1p each ISIN: GB0002892528 | ||||||
b. | Nature of the transaction | Grant of options for Ordinary Shares in the Company
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c. | Price(s) and volume(s) - Transaction 1 (Purchase)
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d. | Aggregated information - Transaction 1 (purchase)
|
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e. | Date of the transaction | 11/11/2021 | ||||||
f. | Place of the transaction | London Stock Exchange | ||||||
Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities ("PDMR") and persons closely associated with them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | Mr Steven Harvey | ||||||
2 | Reason for notification |
| ||||||
a. | Position/Status | PDMR | ||||||
b. | Initial notification/ Amendment | Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Surface Transforms plc | ||||||
b. | LEI | 213800GQHNJPE5O8XO79 | ||||||
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 instrumentIdentification Code | Ordinary Shares of 1p each ISIN: GB0002892528 | ||||||
b. | Nature of the transaction | Grant of options for Ordinary Shares in the Company
| ||||||
c. | Price(s) and volume(s) - Transaction 1 (Purchase)
|
| ||||||
d. | Aggregated information - Transaction 1 (purchase)
|
| ||||||
e. | Date of the transaction | 11/11/2021 | ||||||
f. | Place of the transaction | London Stock Exchange | ||||||
Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities ("PDMR") and persons closely associated with them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | Mr Geoff Whitfield | ||||||
2 | Reason for notification |
| ||||||
a. | Position/Status | PDMR | ||||||
b. | Initial notification/ Amendment | Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Surface Transforms plc | ||||||
b. | LEI | 213800GQHNJPE5O8XO79 | ||||||
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 instrumentIdentification Code | Ordinary Shares of 1p each ISIN: GB0002892528 | ||||||
b. | Nature of the transaction | Grant of options for Ordinary Shares in the Company
| ||||||
c. | Price(s) and volume(s) - Transaction 1 (Purchase)
|
| ||||||
d. | Aggregated information - Transaction 1 (purchase)
|
| ||||||
e. | Date of the transaction | 11/11/2021 | ||||||
f. | Place of the transaction | London Stock Exchange | ||||||
Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities ("PDMR") and persons closely associated with them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | Mrs Kerry Wood | ||||||
2 | Reason for notification |
| ||||||
a. | Position/Status | PDMR | ||||||
b. | Initial notification/ Amendment | Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Surface Transforms plc | ||||||
b. | LEI | 213800GQHNJPE5O8XO79 | ||||||
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 instrumentIdentification Code | Ordinary Shares of 1p each ISIN: GB0002892528 | ||||||
b. | Nature of the transaction | Grant of options for Ordinary Shares in the Company
| ||||||
c. | Price(s) and volume(s) - Transaction 1 (Purchase)
|
| ||||||
d. | Aggregated information - Transaction 1 (purchase)
|
| ||||||
e. | Date of the transaction | 11/11/2021 | ||||||
f. | Place of the transaction | London Stock Exchange | ||||||
Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities ("PDMR") and persons closely associated with them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | Mr Leigh Welch | ||||||
2 | Reason for notification |
| ||||||
a. | Position/Status | PDMR | ||||||
b. | Initial notification/ Amendment | Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Surface Transforms plc | ||||||
b. | LEI | 213800GQHNJPE5O8XO79 | ||||||
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 instrumentIdentification Code | Ordinary Shares of 1p each ISIN: GB0002892528 | ||||||
b. | Nature of the transaction | Grant of options for Ordinary Shares in the Company
| ||||||
c. | Price(s) and volume(s) - Transaction 1 (Purchase)
|
| ||||||
d. | Aggregated information - Transaction 1 (purchase)
|
| ||||||
e. | Date of the transaction | 11/11/2021 | ||||||
f. | Place of the transaction | London Stock Exchange | ||||||
Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities ("PDMR") and persons closely associated with them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | Ms Rebecca Hooper-Rhind | ||||||
2 | Reason for notification |
| ||||||
a. | Position/Status | PDMR | ||||||
b. | Initial notification/ Amendment | Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Surface Transforms plc | ||||||
b. | LEI | 213800GQHNJPE5O8XO79 | ||||||
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 instrumentIdentification Code | Ordinary Shares of 1p each ISIN: GB0002892528 | ||||||
b. | Nature of the transaction | Grant of options for Ordinary Shares in the Company
| ||||||
c. | Price(s) and volume(s) - Transaction 1 (Purchase)
|
| ||||||
d. | Aggregated information - Transaction 1 (purchase)
|
| ||||||
e. | Date of the transaction | 11/11/2021 | ||||||
f. | Place of the transaction | London Stock Exchange | ||||||
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