REG - Engage XR Holdings - Grant of Options

ENGAGE XR HoldingsAnnouncement

03/08/2023 07:00

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RNS Number : 1359I  Engage XR Holdings PLC  03 August 2023

ENGAGE XR Holdings plc

("ENGAGE XR" or the "Group")

Grant of Options

ENGAGE XR Holdings Plc (AIM: EXR), a leading metaverse technology company, is
pleased to announce the grant of options over a total of 38,700,000 new
ordinary shares of €0.001 each in the capital of the Company ("Ordinary
Shares") ("Options"). Options have been granted to David Whelan, Chief
Executive Officer, Sandra Whelan, Chief Operating Officer and Seamus
Larrissey, Chief Financial Officer, as well as to many of the Group's
employees.

Following the successful completion of the equity placing earlier this year,
the Remuneration Committee has been evaluating appropriate solutions to put in
place suitable longer-term incentives aimed at aligning the interests of
employees and shareholders. The option grant will also assist with the
retention and motivation of key employees of the Company as the Company looks
to deliver against the strategic opportunity outlined at the time of the
placing. The Options will provide the potential for rewards only if
shareholders benefit from sustained growth in shareholder value over the
coming years.

The Options have been granted at a price of 4 pence each and cannot be
exercised for at least three years from the date of grant (other than on a
change of control).

The Options have performance criteria linked to the future share price
performance of the Company with:

-      One third of the Options being capable of exercise if the five day
volume-weighted average price preceding the date of such exercise was 12 pence
or higher; and

-      One third of the Options being capable of exercise if the five day
volume-weighted average price preceding the date of such exercise was 16 pence
or higher; and

-      One third of the Options being capable of exercise if the five day
volume-weighted average price preceding the date of such exercise was 20 pence
or higher.

The Options will vest in full on a change of control provided a minimum price
threshold of 10 pence per share is met.

David Whelan and Sandra Whelan have each been granted 13,000,000 options and
Seamus Larrissey has granted 3,200,000 options. Following this grant, the
shareholding and options held are as follows:

 Director          Existing shareholding  % of ISC  Existing options held  Options granted  Total number of Options held  Aggregate shareholding  & options       % of fully diluted  ISC
 David Whelan      38,665,000             7.4%      -                      13,000,000       13,000,000                    51,665,000                              9.1%
 Sandra Whelan     38,665,000             7.4%      -                      13,000,000       13,000,000                    51,665,000                              9.1%
 Seamus Larrissey  88,000                 0.02%     910,940                3,200,000        4,110,940                     4,198,940                               0.7%

Following the grant of these Options, the Company has a total of 42,133,473
shares under option representing approximately 8.0% of the Company's current
issued share capital.

 

Richard Cooper, Chair of ENGAGE XR said:

 

"Following our successful equity raise and positive trading momentum the Group
has experienced, after consulting with institutional shareholders I am pleased
confirm that the Groups' Remuneration Committee has approved this grant of
options. We have a fantastic team here at ENGAGE XR and it is imperative they
are adequately rewarded in recognition of their very significant efforts in
delivering on the undoubted opportunity before us."

 

For further information contact:

 

 ENGAGE XR Holdings Plc                               Tel: +353 87 665 6708

 David Whelan, CEO                                    info@engagexr.co

 Séamus Larrissey, CFO

 Sandra Whelan, COO

 finnCap Ltd (Nominated Adviser & Joint Broker)       Tel: +44 (0) 20 7220 0500

 Marc Milmo/ Seamus Fricker (Corporate Finance)

 Sunila de Silva (ECM)

 Shard Capital Partners LLP (Joint Broker)            Tel: +44 (0) 20 7186 9952

 Damon Heath / Erik Woolgar

 SEC Newgate (Financial Communications)               Tel: +44 (0)7540 106 366

 Robin Tozer / Naz Zandi                              engage@secnewgate.co.uk

 

 

About ENGAGE XR

ENGAGE XR Holdings plc (AIM: EXR) is metaverse technology company focused on
becoming a leading global provider of virtual communications solutions through
its new fully featured corporate metaverse, ENGAGE Link.

A demonstration of ENGAGE Link
is https://www.youtube.com/watch?v=ITtz7ErWhMs&t=2s

The Company also has a proprietary software platform, ENGAGE. ENGAGE provides
users with a platform for creating, sharing, and delivering VR content for
education, training, and online events through its three solutions: Virtual
Campus, Virtual Office, and Virtual Events.

For further information, please visit: www.engagexrholdings.com (LinkedIn:
@Engage XR Holdings plc Twitter: @engage_xr)

 

 

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them are set
out below pursuant to the EU Market Abuse regulation.

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         David Whelan

 2    Reason for the notification

 a)   Position/status                                              Chief Executive Officer

 b)   Initial notification /Amendment                              Initial

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

    platform, auctioneer or auction monitor

 a)   Name                                                         ENGAGE XR Holdings plc

 b)   LEI                                                          213800ESSTWEXIN22767

 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  €0.001  Ordinary Shares

      Identification code

                                                                   ISIN: IE00BG0HDR01

 b)   Nature of the transaction                                     Grant of Options over Ordinary Shares

 c)   Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            4pence   13,000,000

 d)   Aggregated information                                       See 4 (c)

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      2 August 2023

 f)   Place of the transaction                                     Outside a trading venue

d)

 

Aggregated information

- Aggregated volume

- Price

See 4 (c)

 

 

e)

 

Date of the transaction

 

2 August 2023

f)

 

Place of the transaction

 

Outside a trading venue

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Sandra Whelan

 2    Reason for the notification

 a)   Position/status                                              Chief Operating Officer

 b)   Initial notification /Amendment                              Initial

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

    platform, auctioneer or auction monitor

 a)   Name                                                         ENGAGE XR Holdings plc

 b)   LEI                                                          213800ESSTWEXIN22767

 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  €0.001  Ordinary Shares

      Identification code

                                                                   ISIN: IE00BG0HDR01

 b)   Nature of the transaction                                     Grant of Options over Ordinary Shares

 c)   Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            4pence   13,000,000

 d)   Aggregated information                                       See 4 (c)

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      2 August 2023

 f)   Place of the transaction                                     Outside a trading venue

d)

 

Aggregated information

- Aggregated volume

- Price

See 4 (c)

 

 

e)

 

Date of the transaction

 

2 August 2023

f)

 

Place of the transaction

 

Outside a trading venue

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Seamus Larrissey

 2    Reason for the notification

 a)   Position/status                                              Chief Financial Officer

 b)   Initial notification /Amendment                              Initial

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

    platform, auctioneer or auction monitor

 a)   Name                                                         ENGAGE XR Holdings plc

 b)   LEI                                                          213800ESSTWEXIN22767

 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  €0.001  Ordinary Shares

      Identification code

                                                                   ISIN: IE00BG0HDR01

 b)   Nature of the transaction                                     Grant of Options over Ordinary Shares

 c)   Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            4pence   3,200,000

 d)   Aggregated information                                       See 4 (c)

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      2 August 2023

 f)   Place of the transaction                                     Outside a trading venue

d)

 

Aggregated information

- Aggregated volume

- Price

See 4 (c)

 

 

e)

 

Date of the transaction

 

2 August 2023

f)

 

Place of the transaction

 

Outside a trading venue

 

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