Xlmedia Regulatory News (XLM)

XLMedia plc

("XLMedia, "the Company" or "the Group")

Issue of Shares to EBT in connection with Global Share Incentive Plan

In connection with the share options granted to date, Tamir Fishman Trusts 2004 Ltd, the appointed trustee (the "Trustee") for the purposes of the Company's Global Share Incentive Plan (the "GSIP") has today subscribed for 10,000,000 ordinary shares of US$0.000001 each in the Company at par. The shares will be used to satisfy future obligations of the Company under the GSIP. Under the terms of the agreement entered into today by the Company with the Trustee, the Trustee has agreed to waive its voting rights and all entitlements to dividends issued by the Company, in each case, in respect of such shares prior to the transfer of those shares to satisfy the exercise of options pursuant to the terms of the GSIP.

Application will be made for the 10,000,000 new ordinary shares of US$0.000001 each to be admitted to trading on AIM and admission is expected to become effective on 26 January 2015 ("Admission").

Following Admission, the Company's issued share capital will consist of 200,352,402 ordinary shares with a nominal value of US$0.000001 each ("Ordinary Shares"). The Company does not hold any Ordinary Shares in treasury. Therefore the total number of Ordinary Shares in the Company with voting rights is 200,352,402 and this is the figure which may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the Disclosure and Transparency Rules or the Company's articles of association. 

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