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

AngleAnnouncement

21/03/2025 07:15

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RNS Number : 5995B  Angle PLC  21 March 2025

 For immediate release  21 March 2025

 

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 11 July 2024 ("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 12,000,000
ordinary shares of £0.10 ("Ordinary Shares"), subject to the performance
conditions set out below, to the Company's executive directors. The
Remuneration Committee has also approved the issue of up to 13,800,000 share
options under its existing share option plans to staff (the "Staff Share
Options").

 

Share options are issued to align the interest of employees with shareholders
and help motivate, reward and retain staff. The allocation of LTIP Options and
Staff Share Options approved by the Remuneration Committee also takes into
account that, for the third consecutive year, no bonuses for executives and
staff were awarded in order to help conserve cash and extend the Company's
cash runway.  While a staff share option award was made in 2024, the
allocation for executive directors reflects a catch-up award for 2024 as well
as a 2025 award following the agreement to waive cash bonus entitlements for
both 2023 and 2024 operating years.

 

Following the issue of these options, the Company will have outstanding
options over a total of up to 51,369,480 Ordinary Shares, representing
approximately 13.7% 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 10.00 pence per Ordinary
Share, being 2.6% above the Company's closing mid-market share price of 9.75
pence per Ordinary Share on 20 March 2025, 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, in this case above the share price of the last funding round (15.00
pence per Ordinary Share in June 2024). The performance conditions for the
LTIP Options relate to the compound annual growth rate (CAGR) of the share
price from this base level 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 on funding round  Multiple of funding round share price     Multiple of current share price  Proportion vesting      Andrew Newland  Ian Griffiths  Total
 < 20%                              < 1.73                                    <2.66                            0%                      0               0              0
 > 20%                              > 1.73                                    >2.66                            20%                     1,440,000       960,000        2,400,000
 > 25%                              > 1.95                                    >3.00                            50%                     3,600,000       2,400,000      6,000,000
 > 30%                              > 2.20                                    >3.38                            100%                    7,200,000       4,800,000      12,000,000

 

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

 

As at 20 March 2025, the Company has 322,641,668 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 7,200,000 dependent on share price performance

 

 d)   Aggregated information

      - Aggregated volume                                          N/A

      - Price

 e)   Date of the transaction                                      20 March 2025

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

 

- Aggregated volume

 

 

- Price

 

 

 

 

 

N/A

 

 

 

 

 

 

e)

 

Date of the transaction

 

 

20 March 2025

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 4,800,000 dependent on share price performance

 

 d)   Aggregated information

      - Aggregated volume                                          N/A

      - Price

 e)   Date of the transaction                                      20 March 2025

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

 

- Aggregated volume

 

 

- Price

 

 

 

 

 

N/A

 

 

 

 

 

 

e)

 

Date of the transaction

 

 

20 March 2025

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

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

 Toby Flaux, Ciaran Walsh, Milo Bonser

 FTI Consulting

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

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

 

 

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

 

ANGLE is a world-leading liquid biopsy company with innovative circulating
tumour cell (CTC) solutions for use in research, drug development and clinical
oncology using a simple blood sample. ANGLE's FDA cleared and patent protected
CTC harvesting technology known as the Parsortix(®) PC1 System enables
complete downstream analysis of the sample including whole cell imaging and
proteomic analysis and full genomic and transcriptomic molecular analysis.

 

ANGLE's commercial businesses are focusing on clinical services and diagnostic
products. The clinical services business is offered through ANGLE's
GCLP-compliant laboratories. Services include custom made assay development
and clinical trial testing for pharma. Products include the Parsortix system,
associated consumables and assays.

 

Over 100 peer-reviewed publications have demonstrated the performance of the
Parsortix system. For more information, visit www.angleplc.com
(http://www.angleplc.com)

 

Any reference to regulatory authorisations such as FDA clearance, CE marking
or UK MHRA registration shall be read in conjunction with the full intended
use of the product:

 

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.

 

 

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