Alpha Fin. Markets - Issue of new shares, grant of incentive awards
04/07/2022 07:00
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RNS Number : 1119R Alpha Fin Markets Consulting plc 04 July 2022
4 July 2022
Alpha Financial Markets Consulting plc
('Alpha FMC', 'Alpha', the 'Company' or 'Group')
Issue of new shares, grant of incentive awards, PDMR dealing, RSU vesting
and total voting rights
Alpha FMC (AIM: AFM), a leading global provider of specialist consultancy
services to the asset management, wealth management and insurance industries,
announces that certain Restricted Stock Unit ("RSU") awards have vested and
the Company has made a grant of staff incentive awards under the Company's
Management Incentive Plan ("MIP").
Following the vesting of RSU awards under the MIP, the Company will use
202,030 existing shares held in the Alpha Employee Benefit Trust ("EBT") to
satisfy these vested awards.
On 1 July 2022, the Company granted 3,138,309 awards under its MIP to its
management team globally, comprising 1,327,338 UK Joint Share Ownership Plan
awards ("JSOP Shares") and 1,810,971 MIP share options. There will be no
voting rights attached to the JSOP Shares while they are held in the EBT.
These JSOP Shares and MIP share options (i) have a nominal or nil
consideration, (ii) will vest after three to five years, (iii) have a 10 year
term, and (iv) are subject to certain individual or Group performance
conditions. The performance conditions of the MIP awards and JSOP Shares
include: (i) relevant country or divisional FY23 budgetary performance
targets, (ii) individual sales, delivery excellence and behavioural targets,
and (iii) total shareholder return of a basket of comparable companies over
three years, as applicable.
A total of 1,800,000 ordinary shares of 0.075 pence per share in the Company
("New Ordinary Shares") will be issued by the Company to the EBT, of which
1,327,338 will be used for the JSOP Shares and 472,662 will be held by the EBT
for the satisfaction of future share option awards. Application has been made
for the New Ordinary Shares, which will rank pari passu with the Company's
existing issued Ordinary Shares, to be admitted to trading on AIM. It is
expected that admission will become effective and that trading in the New
Ordinary Shares will commence on or around 7 July 2022.
Following the JSOP Shares and MIP share option awards, the Company will have
11,880,891 unvested MIP and Employee Incentive Plan ("EIP") share options and
JSOP Shares outstanding in total, representing approximately 9.86% of the
issued share capital of the Company. Within this total, 11,477,465 unvested
MIP options and JSOP Shares are outstanding, including the 3,138,309 MIP
options and JSOP Shares awarded on 1 July 2022. Total unvested MIP options and
JSOP Shares outstanding represent approximately 9.52% of the issued share
capital of the Company, of which approximately 2.60% was awarded on 1 July
2022.
As set out in the Company's AIM Admission Document, no more than 10 per cent
of the total share capital of the Company from time to time shall be subject
to unvested JSOP Shares, Options and RSUs that are granted under the MIP.
Of the 1 July 2022 MIP award grants, 209,000 have been granted to Euan Fraser
and 76,923 have been granted to John Paton, both persons discharging
managerial responsibilities ("PDMRs"). Following the grant of the MIP awards,
Euan Fraser holds 1,064,372 MIP options and JSOP Shares awards and he and his
immediate family are beneficially interested in 563,485 Ordinary Shares
representing 0.50% of the Company's total voting rights. Also, further to the
grant of the MIP awards, John Paton holds 375,503 MIP options and JSOP Shares
and he and his immediate family are beneficially interested in 91,772 Ordinary
Shares representing 0.08% of the Company's total voting rights.
Following the above vesting, share awards and share issuance and subsequent to
admission of the New Ordinary Shares, the Company will have 120,507,336
Ordinary Shares in issue, of which 7,628,611 are held in the Company's
Employee Benefit Trust. No shares are held in treasury. The total number of
voting rights in the Company will therefore be 112,878,725. The above figure
of 112,878,725 may be used by shareholders in the Company as the denominator
for the calculations by which they will determine if they are required to
notify their interest in, or a change in their interest in, the share capital
of the Company under the FCA's Disclosure and Transparency Rules.
The notifications below, made in accordance with the requirements of Article
19 of the UK Market Abuse Regulation, provide additional detail.
Notification and public disclosure of transactions by persons discharging
managerial responsibilities (PDMR) and persons closely associated with them
(PCA)
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Euan Fraser
2 Reason for the notification
a) Position/status Global 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 Alpha Financial Markets Consulting plc
b) LEI 2138003XGYCLWLC7GF39
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 Grant of share award over Ordinary Shares of 0.075p each
Identification code
ISIN: GB00BF16C058
b) Nature of the transaction Share award granted under the Alpha Financial Markets Consulting plc
Management Incentive Plan
c) Price and volume Price Volume
Nil 209,000
d) Aggregated information As above
Date of the transaction 1 July 2022
f) Place of the transaction Outside a trading venue
b)
Initial notification/Amendment
Initial Notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
Alpha Financial Markets Consulting plc
b)
LEI
2138003XGYCLWLC7GF39
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
Grant of share award over Ordinary Shares of 0.075p each
ISIN: GB00BF16C058
b)
Nature of the transaction
Share award granted under the Alpha Financial Markets Consulting plc
Management Incentive Plan
c)
Price and volume
Price Volume
Nil 209,000
d)
Aggregated information
As above
Date of the transaction
1 July 2022
f)
Place of the transaction
Outside a trading venue
Notification and public disclosure of transactions by persons discharging
managerial responsibilities (PDMR) and persons closely associated with them
(PCA)
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name John Paton
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 Alpha Financial Markets Consulting plc
b) LEI 2138003XGYCLWLC7GF39
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 Grant of share award over Ordinary shares of 0.075p each
Identification code ISIN: GB00BF16C058
b) Nature of the transaction Share award granted under the Alpha Financial Markets Consulting plc
Management Incentive Plan
c) Price and volume Price Volume
£1 total consideration 76,923
d) Aggregated information As above
Date of the transaction 1 July 2022
f) Place of the transaction Outside a trading venue
b)
Initial notification/Amendment
Initial Notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
Alpha Financial Markets Consulting plc
b)
LEI
2138003XGYCLWLC7GF39
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
Grant of share award over Ordinary shares of 0.075p each
ISIN: GB00BF16C058
b)
Nature of the transaction
Share award granted under the Alpha Financial Markets Consulting plc
Management Incentive Plan
c)
Price and volume
Price Volume
£1 total consideration 76,923
d)
Aggregated information
As above
Date of the transaction
1 July 2022
f)
Place of the transaction
Outside a trading venue
Enquiries:
For further information, please contact:
Alpha Financial Markets Consulting plc +44 (0)20 7796 9300
Euan Fraser (Global Chief Executive Officer)
John Paton (Chief Financial Officer)
Investec Bank plc - Nominated Adviser, Joint Corporate Broker +44 (0)20 7597 4000
Patrick Robb
James Rudd
Harry Hargreaves
Berenberg - Joint Corporate Broker +44 (0)20 3207 7800
Chris Bowman
Toby Flaux
Alix Mecklenburg-Solodkoff
Camarco - Financial PR +44 (0)20 3757 4980
Ed Gascoigne-Pees
Georgia Edmonds
Prism Cosec - Company Secretary +44 (0)7407 733 518
Sally Chandler
About Alpha FMC:
Headquartered in the UK and quoted on the AIM of the London Stock Exchange,
Alpha is a leading global provider of specialist consultancy services to the
asset management, wealth management and insurance industries.
Alpha has worked with all of the world's top 20 and 76% of the world's top 50
asset managers by AUM, along with a wide range of other buy-side firms. It has
the largest dedicated team in the industry, with over 750 consultants
globally, operating from 16 client-facing offices spanning the UK, North
America, Europe and APAC.
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