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19 Jan 2011 16:32
19th January 2011
Triple Plate Junction Plc
("TPJ" or the "Company")
Directors' Interests
DIRECTORS' INTERESTS
In June 2010, the Company agreed to issue shares to directors based on certain performance conditions as set out in the Remuneration Report of the Company's 2010 Annual Report, as follows:
1) 1,800,000 shares to be issued to Patrick Gorman and Tony Shearer and 600,000 shares to be issued to Chris Goss, following shareholder approval received at the AGM in September 2010;
2) 1,200,000 shares to be issued to Patrick Gorman and Tony Shearer and 400,000 shares to be issued to Chris Goss if the share price gets to 3p;
3) a further 1,200,000 shares to be issued to Patrick Gorman and Tony Shearer and 400,000 shares to be issued to Chris Goss if the share price gets to 5p;
4) a further 900,000 shares to be issued to Patrick Gorman and Tony Shearer and 300,000 to be issued to Chris Goss, if the share price gets to 10p.
(All of the above share prices based on a 30-day moving average TPJ share price)
The Company today announces that this remuneration package is being replaced with a grant of options over the equivalent number of shares and carrying the same performance conditions (the "Performance Options"). Since the conditions relating to 1, 2 and 3 above have been satisfied, the Performance Options being granted in respect of those shares are immediately exercisable. The Performance Options being granted in respect of 4 above remain conditional upon the average share price being 10p.
In addition, as disclosed in the 2010 Annual Report, the directors have the right to elect to receive some of their first year's fees or salary as shares ("Salary Shares"). Tony Shearer, Patrick Gorman, Terry Cross and Chris Goss having elected to receive 25% in Salary Shares, the issue of these shares will be made in two tranches; the first on or around 31 March 2011, based on their remuneration up to that date, and the second in June 2011 at the end of the 12 month period.
The interests of the directors and immediate former directors are set out in the table below:
Director | Holdings in TPJ | Options at 1.1 p over Ordinary Shares | Vested "Performance Options" over Ordinary Shares | Unvested "Performance Options" over Ordinary Shares | "Salary Shares" to March 2011 | "Salary Shares" from April to June 2011 |
Tony Shearer | - | 2,500,000 | 4,200,000 | 900,000 | 500,000 | 100,000 |
Patrick Gorman | - | 2,500,000 | 4,200,000 | 900,000 | 500,000 | 100,000 |
Chris Goss | - | 500,000 | 1,400,000 | 300,000 | 459,091 | 140,909 |
Bill Howell | 598,868 | 1,000,000 See Note 1 below | 0 | 0 | 0 | 0 |
Fraser McGee | - | See Note 2 below | 0 | 0 | 0 | 0 |
Terry Cross | - | 0 | 0 | 0 | 1,272,000 | 0 |
Note:
1. In addition Bill Howell has options over 2,533,333 shares at prices between 29.5p and 39.5p.
2. The Company intends to grant, but has not yet granted, options to Fraser McGee over 12,071,124 shares at 5p. The granting of these options is expected to be finalised in the next few weeks
SHARE CAPITAL STRUCTURE
The Company has 290,958,912 ordinary shares of 1p each in issue, with warrants, options and other capital instruments as set out below (the totals include those set out in the table above):
Warrants | 5,000,000 at 1.2 pence and 5,819,178 at 2.5 pence |
Options | 6,500,000 at 1.1 pence, 2,533,333 at prices between 29.5 pence and 39.5 pence, 12,071,124 at 5 pence (which are due to be granted as explained above) and 11,900,000 Performance Options (as described above) at 1 pence |
Salary Shares | 3,072,000 |
Total fully diluted share capital: 337,854,547.
For further information, please contact:
Triple Plate Junction Plc
Tony Shearer +44 (0) 20 7602 1570
Fraser McGee fraser.mcgee@tpjunction.com
Daniel Stewart & Company plc +44 (0) 20 7776 6550
Antony Legge / Oliver Rigby
Financial Dynamics +44 (0) 20 7831 3113
Ben Brewerton / Oliver Winters
This announcement is also available on the Company's web site: www.tpjunction.com
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