REG - Accrol Group Hldgs - Implementation of LTIP and PDMR dealing

Accrol groupAnnouncement

05/03/2021 07:15

RNS Number : 3110R
  
Accrol Group Holdings PLC
  
05 March 2021
  
 

 
05 March 2021
 
Accrol Group Holdings plc
("Accrol", the "Group" or the "Company")
 
Implementation of Long Term Incentive Plan and PDMR dealing
 
Accrol (AIM: ACRL), the UK's leading independent tissue converter, announces the implementation of a new Long Term Incentive Plan ("LTIP") together with an initial grant under the LTIP to the executive Directors and certain senior management.
 
The LTIP has been established to incentivise management to deliver long-term value creation for shareholders and ensure alignment with shareholder interests.
 
Background
 
The existing Management Incentive Plan ("MIP") which has been in place since May 2018, was designed around the Company's then turnround plan, with awards that matched management's business turnaround achievements.  No further grants of options have been made under the MIP since those made in May 2018, and no further awards will be made under the MIP.
 
The new LTIP will be based on market standard annual awards and will incentivise the senior management team after the current MIP ceases in April 2021.
 
The LTIP will be limited to a maximum of 5% of the issued share capital of the Company over its five year life, and individual awards ranging between 100% and 150% of base salaries in any one year.
 
All awards made under the LTIP will be made by the granting of nil-cost options established in accordance with the rules of the LTIP and vesting is subject to adjusted EBITDA targets measured over the three financial year period commencing on the date of grant.
 
The Remuneration Committee has discretion to amend these terms to take account of, for example, corporate activities such as acquisitions to ensure that the performance targets remain appropriate. Malus and clawback provisions are also in place to reduce or recover any awards for criteria such as any material misstatement of the financial statements, a serious breach of the Company's code of ethics or a serious health and safety issue.
 
Award size, performance conditions and dilution
 
On 05 March 2021, options over 3,082,823 shares in aggregate (the " 2021 Awards") were granted under the LTIP, including those set out below which were granted to directors and other persons discharging managerial responsibility:
 



Director / PDMR


Role


Number of shares over which 2021 Awards made




Dan Wright


Executive Chairman


362,903




Gareth Jenkins


Chief Executive Officer


907,258




Richard Newman


Chief Financial Officer


554,435



 
The 2021 Awards are subject to the below Adjusted EBITDA targets measured over the performance period ending on 30 April 2023 and are summarised below:
 



Adjusted EBITDA for FY2023


Percentage of the 2021 Award that may vest




Less than £27.0m


0%




Between £27.0m and £29.7m


between 25% and 100%




£29.7m or greater


100%



 
If the maximum targets are met in FY23, the total dilutive impact of the 2021 Awards will be c.1.0%. The maximum aggregate dilutive effect including unexercised options which still exist under the MIP over 3.6% of the issued share capital of the Company, will therefore be 4.6%.  In the event that the LTIP is utilised in full, then this potentially dilutive impact will increase to a maximum of 8.6% of the Company's current issued share capital.
 
 



For further information, please contact:


















Accrol Group Holdings plc








Dan Wright, Executive Chairman


Via Belvedere Communications




Gareth Jenkins, Chief Executive Officer


















Zeus Capital Limited (Nominated Adviser & Broker) 








Dan Bate / Jordan Warburton


Tel: +44 (0) 161 831 1512




Dominic King / John Goold


Tel: +44 (0) 203 829 5000














Liberum Capital Limited (Joint Broker)


Tel: +44 (0) 20 3100 2222




Clayton Bush / Edward Thomas


















Belvedere Communications Limited








Cat Valentine


Tel: +44 (0) 7715 769 078




Keeley Clarke


Tel: +44 (0) 7967 816 525




Llew Angus


Tel:  +44 (0) 7407 023 147








accrolpr@belvederepr.com



 
Overview of Accrol
 
Accrol Group Holdings plc is a leading tissue converter and supplier of toilet tissues, kitchen rolls and facial tissues to many of the UK's leading discounters and grocery retailers across the UK. Following the recent acquisition of a state-of-the-art tissue converter based in Leicester, the Group now operates from five sites, including four in Lancashire, which generate revenues totalling c.16% of the £1.7bn UK retail tissue market.
 
 
The below information and notification is made in accordance with the EU Market Abuse Regulation.
 
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


Dan Wright




2


Reason for the notification




a)


Position/status


Executive Chairman




b)
 


Initial notification /Amendment


Initial notification




3
 


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)


Name


Accrol Group Holdings plc




b)


LEI


213800MC56M5G69RJ226




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


Ordinary shares of £0.001 each
 
 
 
ISIN: GB00BZ6VT592




b)


Nature of the transaction


Grant of options over ordinary shares under the Company's new LTIP







c)


Price(s) and volume(s)


a)     Volume: 362,903

Price :  £0.001







d)


Aggregated information
- Aggregated volume
- Price


 
a)     Price :  £0.001

Volume: 362,903




e)


Date of the transaction


a)     05 March 2021









f)


Place of the transaction


a)     Off market transaction






 
 





1


Details of the person discharging managerial responsibilities / person closely associated




a)


Name


Gareth Jenkins




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


Accrol Group Holdings plc




b)


LEI


213800MC56M5G69RJ226




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


Ordinary shares of £0.001 each
 
 
 
ISIN: GB00BZ6VT592




b)


Nature of the transaction


Grant of options over ordinary shares under the Company's new LTIP







c)


Price(s) and volume(s)


a)     Volume: 907,258

Price :  £0.001







d)


Aggregated information
- Aggregated volume
- Price


 
a)     Price :  £0.001

Volume: 907,258




e)


Date of the transaction


a)     05 March 2021









f)


Place of the transaction


a)     Off market transaction






 





1


Details of the person discharging managerial responsibilities / person closely associated




a)


Name


Richard Newman




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


Accrol Group Holdings plc




b)


LEI


213800MC56M5G69RJ226




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


Ordinary shares of £0.001 each
 
 
 
ISIN: GB00BZ6VT592




b)


Nature of the transaction


Grant of options over ordinary shares under the Company's new LTIP







c)


Price(s) and volume(s)


a)     Volume: 554,435

Price :  £0.001







d)


Aggregated information
- Aggregated volume
- Price


 
a)     Price :  £0.001

Volume: 554,435




e)


Date of the transaction


a)     05 March 2021









f)


Place of the transaction


a)     Off market transaction






 

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