REG - Gresham House PLC - Issue of Shares to EBT and PDMR Dealings
13/12/2023 15:15
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RNS Number : 6872W Gresham House PLC 13 December 2023
13 December 2023
Gresham House plc
("Gresham House" or the "Company")
Issue of Shares to Employee Benefit Trust and PDMR Dealings
Issue of shares to employee benefit trust
As announced earlier today, the scheme of arrangement set out within the
circular published on 4 August 2023 to implement the acquisition of Gresham
House by Seed Bidco Limited pursuant to Part 26 of the Companies Act 2006
("Scheme") received the sanction of the Court this morning. Capitalised terms
used but not otherwise defined in this announcement shall have the meaning
given to them in the Scheme Document.
As announced on 8 December 2023, the Company has applied to AIM for a block
listing of 4,157,529 new ordinary shares of £0.25 each in the Company.
In order to satisfy the exercise of options granted pursuant to certain
Gresham House employee share plans which were exercised immediately following
the sanction of the Scheme by the Court, the Company's Employee Benefit Trust
("EBT") has subscribed for 2,774,782 new ordinary shares in the Company ("New
Ordinary Shares") at their par value of £0.25 each, at an aggregate cost to
the EBT of £693,695.50. The Company gifted £693,695.50 to the EBT to fund
its subscription for the New Ordinary Shares.
Accordingly, the Company has today allotted the New Ordinary Shares to the EBT
and such shares rank pari passu in all respects with the existing ordinary
shares of £0.25 each in the Company. It is anticipated that the New Ordinary
Shares will be admitted to trading on AIM today ("Admission").
Following Admission, the Company's issued share capital will comprise
41,048,778 ordinary shares of £0.25 each, which figure 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 Company does not hold any shares in
treasury.
Director/PDMR dealings
Immediately following the sanction of the Scheme by the Court, the following
persons discharging managerial responsibilities exercised options to acquire
ordinary shares of £0.25 each in the Company from the EBT pursuant to certain
share awards granted to them under the Gresham House plc Performance Share
Plan 2018, as amended on 23 December 2020:
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Anthony Dalwood
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 Gresham House plc
b) LEI N/A
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 Ordinary Shares of £0.25 in Gresham House plc.
Identification code
ISIN: GB0003887287
b) Nature of the transaction Exercise of options pursuant to the Gresham House plc Performance Share Plan
2018, as amended on 23 December 2020
c) Price(s) and volume(s)
Price(s) Volume(s)
nil exercise price 924,016
d) Aggregated information
- Aggregated volume
N/A
- Price
e) Date of the transaction 13 December 2023
f) Place of the transaction Outside trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
13 December 2023
f)
Place of the transaction
Outside trading venue
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Rupert Robinson
2 Reason for the notification
a) Position/status Managing Director, Gresham House Asset Management Limited
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Gresham House plc
b) LEI N/A
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 Ordinary Shares of £0.25 in Gresham House plc.
Identification code
ISIN: GB0003887287
b) Nature of the transaction Exercise of options pursuant to the Gresham House plc Performance Share Plan
2018, as amended on 23 December 2020
c) Price(s) and volume(s)
Price(s) Volume(s)
nil exercise price 668,136
d) Aggregated information
- Aggregated volume
N/A
- Price
e) Date of the transaction 13 December 2023
f) Place of the transaction Outside trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
13 December 2023
f)
Place of the transaction
Outside trading venue
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Kevin Acton
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 Gresham House plc
b) LEI N/A
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 Ordinary Shares of £0.25 in Gresham House plc.
Identification code
ISIN: GB0003887287
b) Nature of the transaction Exercise of options pursuant to the Gresham House plc Performance Share Plan
2018, as amended on 23 December 2020
c) Price(s) and volume(s)
Price(s) Volume(s)
nil exercise price 469,116
d) Aggregated information
- Aggregated volume
N/A
- Price
e) Date of the transaction 13 December 2023
f) Place of the transaction Outside trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
13 December 2023
f)
Place of the transaction
Outside trading venue
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Samee Khan
2 Reason for the notification
a) Position/status Chief Legal Officer
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Gresham House plc
b) LEI N/A
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 Ordinary Shares of £0.25 in Gresham House plc.
Identification code
ISIN: GB0003887287
b) Nature of the transaction Exercise of options pursuant to the Gresham House plc Performance Share Plan
2018, as amended on 23 December 2020
c) Price(s) and volume(s)
Price(s) Volume(s)
nil exercise price 341,176
d) Aggregated information
- Aggregated volume
N/A
- Price
e) Date of the transaction 13 December 2023
f) Place of the transaction Outside trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
13 December 2023
f)
Place of the transaction
Outside trading venue
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Andrew Hampshire
2 Reason for the notification
a) Position/status Chief Operating Officer and Chief Technology Officer
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Gresham House plc
b) LEI N/A
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 Ordinary Shares of £0.25 in Gresham House plc.
Identification code
ISIN: GB0003887287
b) Nature of the transaction Exercise of options pursuant to the Gresham House plc Performance Share Plan
2018, as amended on 23 December 2020
c) Price(s) and volume(s)
Price(s) Volume(s)
nil exercise price 383,822
d) Aggregated information
- Aggregated volume
N/A
- Price
e) Date of the transaction 13 December 2023
f) Place of the transaction Outside trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
13 December 2023
f)
Place of the transaction
Outside trading venue
-Ends-
For more information contact:
Gresham House plc +44 (0)20 3837 6270
Kevin Acton, Chief Financial Officer
Houston - media and analysts +44 (0)20 4529 0549
Kay Larsen
Alex Clelland
Kelsey Traynor
Canaccord Genuity Limited - Nominated Adviser and Joint Broker +44 (0)20 7523 8000
Bobbie Hilliam
Harry Pardoe
Jefferies International Limited - Joint Broker and Financial Adviser +44 (0)20 7029 8000
Paul Nicholls
James Umbers
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