REG - Angle PLC - Issue of LTIP Options and Share Options

AngleAnnouncement

10/03/2023 07:00

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RNS Number : 5075S  Angle PLC  10 March 2023

 For immediate release   10 March 2023

 

ANGLE plc ("the Company")

 

Issue of LTIP Options and Share Options

 

ANGLE plc (AIM: AGL; OTCQX: ANPCY), a world-leading liquid biopsy company,
announces that, under the Remuneration Policy approved by the shareholders at
the Annual General Meeting on 30 June 2021 ("the Remuneration Policy"), the
Remuneration Committee has approved the grant under the Long-Term Incentive
Plan (LTIP) of options (the "LTIP Options") over a maximum of 6,000,000
ordinary shares of £0.10 ("Ordinary Shares"), subject to the performance
conditions set out below, to the Company's executive directors. Separately the
Remuneration Committee has also approved the issue of up to 9,000,000 share
options under its existing share option plans to staff (the "Staff Share
Options").

 

Following the issue of these options, the Company will have outstanding
options over a total of up to 41,133,147 Ordinary Shares, representing
approximately 13.6% of its issued and to be issued share capital, which is
within the Remuneration Policy approved limit of up to 16%.

 

The exercise price for the Staff Share Options is £0.2575 per Ordinary Share,
representing the Company's closing mid-market share price on 9 March 2023,
being the latest practicable date prior to this announcement. The Staff Share
Options are subject to certain service and/or performance conditions over a
three-year period.

 

The LTIP Options have performance conditions as set out below, a performance
period of three years and an additional holding period of two years. Subject
to the rules of the LTIP, awards will vest only to the extent that the
performance conditions have been met during the performance period and the
underlying shares may only be traded once the holding period is completed. The
LTIP Options contain normal "good leaver", "bad leaver" and change of control
provisions, and malus and clawback provisions will apply under certain
circumstances.

 

The intention of the LTIP is to reward tangible increases in shareholder
value. The performance conditions for the LTIP Options relate to the compound
annual growth rate (CAGR) of the share price over the three-year performance
period. As different levels of performance are achieved the number of shares
that vest increases up to a maximum as set out below:

 

 

 

                                                                   Allocation of LTIP options
 Share price CAGR  Multiple of share price     Proportion vesting  Andrew Newland  Ian Griffiths  Total
 < 20%             < 1.73                      0%                  0               0              0
 > 20%             > 1.73                      20%                 720,000         480,000        1,200,000
 > 25%             > 1.95                      50%                 1,800,000       1,200,000      3,000,000
 > 30%             > 2.20                      100%                3,600,000       2,400,000      6,000,000

 

 

 

The non-executive directors of the Company do not hold share options.

 

As at 9 March 2023, the Company has 260,580,547 Ordinary Shares in issue.

 

 

The below notification made in accordance with the requirements of the EU
Market Abuse Regulation, provides further detail.

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Andrew Newland

 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                                                         ANGLE plc

 b)   LEI                                                          213800BY11K6W3NMS374

 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  Options over Ordinary shares of £0.10 each

      Identification code

                                                                   ISIN:    GB0034330679

 b)   Nature of the transaction                                    Grant of nil-cost LTIP options over ordinary shares under the ANGLE plc LTIP

                                                            Scheme

 c)   Price(s) and volume(s)

Price(s)  Volume(s)

                                                                   Nil       Up to 3,600,000 dependent on performance

 

 d)   Aggregated information

      - Aggregated volume                                          N/A

      - Price

 e)   Date of the transaction                                      10 March 2023

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

 

- Aggregated volume

 

 

- Price

 

 

 

 

 

N/A

 

 

 

 

 

 

e)

 

Date of the transaction

 

 

10 March 2023

f)

 

Place of the transaction

 

 

Outside a trading venue

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Ian Griffiths

 2    Reason for the notification

 a)   Position/status                                              Finance Director

 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         ANGLE plc

 b)   LEI                                                          213800BY11K6W3NMS374

 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  Options over Ordinary shares of £0.10 each

      Identification code

                                                                   ISIN:    GB0034330679

 b)   Nature of the transaction                                    Grant of nil-cost LTIP options over ordinary shares under the ANGLE plc LTIP

                                                            Scheme

 c)   Price(s) and volume(s)

Price(s)  Volume(s)

                                                                   Nil       Up to 2,400,000 dependent on performance

 

 d)   Aggregated information

      - Aggregated volume                                          N/A

      - Price

 e)   Date of the transaction                                      10 March 2023

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

 

- Aggregated volume

 

 

- Price

 

 

 

 

 

N/A

 

 

 

 

 

 

e)

 

Date of the transaction

 

 

10 March 2023

f)

 

Place of the transaction

 

 

Outside a trading venue

 

 

For further information:

 

 ANGLE plc                                   +44 (0) 1483 343434
 Andrew Newland, Chief Executive

 Ian Griffiths, Finance Director

 Andrew Holder, Head of Investor Relations

 Berenberg (NOMAD and Joint Broker)          +44 (0) 20 3207 7800

 Toby Flaux, Ciaran Walsh, Milo Bonser

 Jefferies (Joint Broker)                    +44 (0) 20 7029 8000

 Thomas Bective, Shaam Vora

 FTI Consulting

 Simon Conway, Ciara Martin                  +44 (0) 203 727 1000

 Matthew Ventimiglia (US)                    +1 (212) 850 5624

 

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the EU Market Abuse
Regulation (596/2014). Upon the publication of this announcement via a
regulatory information service, this information is considered to be in the
public domain.

 

For Frequently Used Terms, please see the Company's website
on https://angleplc.com/investor-relations/glossary/
(https://angleplc.com/investor-relations/glossary/)

 

 

Notes for editors

 

About ANGLE plc www.angleplc.com (http://www.angleplc.com)

ANGLE is a world leading liquid biopsy company with sample-to-answer
solutions. ANGLE's proven patent protected circulating tumor cell (CTC)
harvesting technology is known as the Parsortix(®) system.

 

ANGLE's Parsortix(®) system is FDA cleared for its intended use in
metastatic breast cancer and is currently the first and only FDA cleared
medical device to harvest intact circulating cancer cells from blood.

 

Intended use

The Parsortix(®) PC1 system is an in vitro diagnostic device intended to
enrich circulating tumor cells (CTCs) from peripheral blood collected in
K(2)EDTA tubes from patients diagnosed with metastatic breast cancer.  The
system employs a microfluidic chamber (a Parsortix cell separation cassette)
to capture cells of a certain size and deformability from the population of
cells present in blood.  The cells retained in the cassette are harvested by
the Parsortix PC1 system for use in subsequent downstream assays.  The end
user is responsible for the validation of any downstream assay.  The
standalone device, as indicated, does not identify, enumerate or characterize
CTCs and cannot be used to make any diagnostic/prognostic claims for CTCs,
including monitoring indications or as an aid in any disease management and/or
treatment decisions.

 

The Parsortix system enables a liquid biopsy (a simple blood test) to be used
to provide the circulating metastatic breast cancer cells to the user in a
format suitable for multiple types of downstream analyses.  The system is
based on a microfluidic device that captures cells based on a combination of
their size and compressibility.  The system is epitope independent and can
capture all phenotypes of CTCs (epithelial, mesenchymal and EMTing CTCs) as
well as CTC clusters in a viable form (alive).  CTCs harvested from the
system enable a complete picture of a cancer to be seen; as being an intact
cell they allow DNA, RNA and protein analysis as well as cytological and
morphological examination and may provide comparable analysis to a tissue
biopsy in metastatic breast cancer. Because CTC analysis is a non-invasive
process, unlike tissue biopsy, it can be repeated as often as needed. This is
important because cancer develops and changes over time and there is a clear
medical need for up-to-date information on the status of a patient's tumor. In
addition, the live CTCs harvested by the Parsortix system can be cultured,
which offers the potential for testing tumor response to drugs outside the
patient.

 

The Parsortix technology is the subject of 26 granted patents in Europe, the
United States, China, Australia, Canada, India, Japan and Mexico with three
extensive families of patents are being progressed worldwide.

 

In the United States, the Parsortix(®) PC1 system has received a Class II
Classification from FDA for use with metastatic breast cancer patients. FDA
clearance is seen as the global gold standard. ANGLE's Parsortix system is the
first ever FDA cleared system for harvesting CTCs for subsequent analysis.
ANGLE has applied the IVD CE Mark to the same system for the same intended use
in Europe.

 

ANGLE has also completed three separate 200 subject clinical studies under a
programme designed to develop an ovarian cancer pelvic mass triage test, with
the results showing best in class accuracy (AUC-ROC) of 95.4% with sensitivity
of 90% and specificity of 93%. This excellent clinical result demonstrates the
utility of cells harvested by the Parsortix system, which the Company believes
is the "best sample" for liquid biopsy analysis as it recovers intact, living
cancer cells that are involved in the progression of the disease providing
prospective information.

 

ANGLE has established formal collaborations with world-class cancer centres
and major corporates such as Abbott, Philips and QIAGEN, and works closely
with leading CTC translational research customers. These Key Opinion Leaders
(KOLs) are working to identify applications with medical utility (clear
benefit to patients), and to secure clinical data that demonstrates that
utility in patient studies. The body of evidence as to the benefits of the
Parsortix system is growing rapidly from our own clinical studies in
metastatic breast cancer and ovarian cancer and also from KOLs with 77
peer-reviewed publications and numerous publicly available posters from 35
independent cancer centres, available on our website.

 

ANGLE has established clinical services laboratories in the UK and the United
States to accelerate commercialisation of the Parsortix system and act as
demonstrators to support product development. The laboratories offer services
globally to pharmaceutical and biotech customers for use of Parsortix in
cancer drug trials and, once the laboratories are accredited and tests
validated, will provide Laboratory Developed Tests (LDTs) for patient
management.

 

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