REG - ASA Intnl. Grp PLC - Grant of options
31/10/2022 07:00
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RNS Number : 5565E ASA International Group PLC 31 October 2022
ASA International Group plc
Grant of options under the ASA International Long-Term Incentive Plan (the
'LTIP')
ASA International Group plc (the 'Company'), one of the world's largest
international microfinance institutions, announces that on 28 October 2022
(the 'Grant Date') it has granted options ('Options') over about 2,500,000
ordinary shares of £0.01 each in the Company ('Shares') under its LTIP to
certain Executive Directors and Persons Discharging Managerial
Responsibilities ('PDMRs'). The Company's LTIP is designed to incentivise and
retain directors and senior staff, along with aligning them with shareholders'
interest to create long term value.
The Options will normally vest, subject to continued employment, on the
following schedule:
· 20% each year between the first and fifth anniversaries
of the Grant Date; or
· for Executive Directors only, 60% on the third
anniversary and 20% on each of the fourth and fifth anniversaries of the Grant
Date.
To the extent they vest, the Options are exercisable at a price of 93 pence
per ordinary share, being the average share price for the three business days
before the Grant Date.
As disclosed previously (including at the time of the Company's listing),
certain (direct and indirect) shareholders in the Company are taken to
constitute a "concert party" for the purposes of the Takeover Code. Those
shareholders include Dirk Brouwer and the entities through which he indirectly
holds his interests in the Company, including Catalyst Microfinance Investors
('CMI') and Catalyst Continuity Limited ('Catalyst Continuity'). CMI and
Catalyst Continuity are ultimately controlled by Dirk Brouwer through CMIMC, a
holding company of the founders of CMI.
A consequence of the current aggregate shareholding of the Concert Party being
47,303,463 Shares is that any increase in that aggregate shareholding (which
could result from, among other things, any exercise of the Options granted to
Dirk Brouwer), may result in a requirement under Rule 9 of the Takeover Code
for the Concert Party to make a mandatory offer for the remainder of the share
capital of the Company not already held by it. Therefore, it is envisaged that
(save in circumstances where it is determined that such an offer is intended
and desirable) the independent directors, being all of the directors of the
Company who are not members of the Concert Party, will, prior to any exercise
of options by any member of the Concert Party, seek a waiver from the Takeover
Panel in respect of any requirement of the Concert Party to make such a
mandatory offer under Rule 9 of the Takeover Code. It is expected that any
such waiver from the Takeover Panel, if granted, would remain subject to a
vote of the independent shareholders of the Company to approve its terms.
The following disclosures are made in accordance with Article 19 of the EU
Market Abuse Regulation 596/2014 as it forms part of UK law.
Notification of Transactions of PDMRs
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Dirk Brouwer
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 ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 282,341 N/A
(e) Aggregated information Price Volume Total
Nil 282,341 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 282,341 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Karin Kersten
2 Reason for the notification
(a) Position/status Corporate Development Director
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 157,253 N/A
(e) Aggregated information Price Volume Total
Nil 157,253 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 157,253 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Martijn Bollen
2 Reason for the notification
(a) Position/status General Counsel
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Options over ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 114,113 N/A
(e) Aggregated information Price Volume Total
Nil 114,113 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 114,113 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Rob Keijsers
2 Reason for the notification
(a) Position/status Chief Innovation Officer
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Options over ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 114,113 N/A
(e) Aggregated information Price Volume Total
Nil 114,113 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 114,113 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Aminur Rashid
2 Reason for the notification
(a) Position/status Executive Director - Operations
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 119,777 N/A
(e) Aggregated information Price Volume Total
Nil 119,777 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 119,777 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Md. Enamul Haque
2 Reason for the notification
(a) Position/status Chief Operating Officer
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Options over ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 101,692 N/A
(e) Aggregated information Price Volume Total
Nil 101,692 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 101,692 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Mohammed Azim Hossain
2 Reason for the notification
(a) Position/status Senior Vice President - Treasury, Investment and Risk Management
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Options over ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 78,319 N/A
(e) Aggregated information Price Volume Total
Nil 78,319 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 78,319 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Tanwir Habib Rahman
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 ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Options over ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 73,371 N/A
(e) Aggregated information Price Volume Total
Nil 73,371 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 73,371 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(a) Name Md. Asifur Rahman
2 Reason for the notification
(a) Position/status Chief Technical Officer
(b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(a) Name ASA International Group PLC
(b) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(a) Description of the financial instrument, type of instrument Options over ordinary shares of 1p each
Identification code GB00BDFXHW57
(b) Nature of the transaction Grant of options with £0.93exercise price under the ASA International
Long-Term Incentive Plan
(c) Currency GBP
(d) Price(s) and volume(s) Price Volume Total
Nil 59,843 N/A
(e) Aggregated information Price Volume Total
Nil 59,843 N/A
(f) Date of the transaction 2022-10-28
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information
Price Volume Total
Nil 59,843 N/A
(f)
Date of the transaction
2022-10-28
(g)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
(h) Name Mischa Assink
2 Reason for the notification
(i) Position/status Chief Accountant
(j) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
(k) Name ASA International Group PLC
(l) LEI 213800NSIUMXPDHUEO94
4 Details of the transaction(s)
(m) Description of the financial instrument, type of instrument Ordinary shares of 1p each
Identification code GB00BDFXHW57
(n) Nature of the transaction Grant of options with £0.93 exercise price under the ASA International
Long-Term Incentive Plan
(o) Currency GBP
(p) Price(s) and volume(s) Price Volume Total
Nil 105,427 N/A
(q) Aggregated information Price Volume Total
Nil 105,427 N/A
(r) Date of the transaction 2022-10-28
(s) Place of the transaction Outside a trading venue
(q)
Aggregated information
Price Volume Total
Nil 105,427 N/A
(r)
Date of the transaction
2022-10-28
(s)
Place of the transaction
Outside a trading venue
Name of officer of issuer responsible for making notification: Martijn Bollen
Date of notification: By 2 November 2022
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