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REG - Gresham House PLC - Issue of Shares to EBT and PDMR Dealings

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RNS Number : 2996X  Gresham House PLC  19 December 2023

19 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 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") is now
Effective. Capitalised terms used by not otherwise defined in this
announcement shall have the meanings given to them in the Scheme.

 

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 vesting of awards granted pursuant to the Gresham
House plc Bonus Share Matching Plan 2018 which occurred automatically upon the
Scheme becoming Effective, the Company's Employee Benefit Trust ("EBT") has
subscribed for 1,382,747 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
£345,686.75. The Company gifted £345,686.75 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. The New Ordinary Shares will be admitted
to trading on AIM today ("Admission").

 

Following Admission and in accordance with Rule 2.9 of the City Code on
Takeovers and Mergers, the Company confirms that the Company's issued share
capital will comprise 42,431,525 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.

 

The International Securities Identification Number for Gresham House's
ordinary shares is GB0003887287.

Director/PDMR dealings

 

Upon the Scheme becoming effective, awards granted pursuant to the Gresham
House plc Bonus Share Matching Plan 2018 to the following persons discharging
managerial responsibilities vested automatically.

 

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                                    Vesting of awards pursuant to the Gresham House plc Bonus Share Matching Plan

                                                            2018

 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  nil       75,131

 

 d)  Aggregated information

     -        Aggregated volume

                                                                  N/A

     -      Price

 e)  Date of the transaction                                      19 December 2023

 f)  Place of the transaction                                     Outside trading venue

 

 

 

d)

Aggregated information

 

-        Aggregated volume

 

-      Price

 

 

 

 

N/A

e)

Date of the transaction

 

19 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                                    Vesting of awards pursuant to the Gresham House plc Bonus Share Matching Plan

                                                            2018

 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  nil       75,131

 

 d)  Aggregated information

     -        Aggregated volume

                                                                  N/A

     -      Price

 e)  Date of the transaction                                      19 December 2023

 f)  Place of the transaction                                     Outside trading venue

 

 

 

d)

Aggregated information

 

-        Aggregated volume

 

-      Price

 

 

 

 

N/A

e)

Date of the transaction

 

19 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                                    Vesting of awards pursuant to the Gresham House plc Bonus Share Matching Plan

                                                            2018

 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  nil       75,131

 

 d)  Aggregated information

     -        Aggregated volume

                                                                  N/A

     -      Price

 e)  Date of the transaction                                      19 December 2023

 f)  Place of the transaction                                     Outside trading venue

 

 

 

d)

Aggregated information

 

-        Aggregated volume

 

-      Price

 

 

 

 

N/A

e)

Date of the transaction

 

19 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                                    Vesting of awards pursuant to the Gresham House plc Bonus Share Matching Plan

                                                            2018

 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  nil       22,000

 

 d)  Aggregated information

     -        Aggregated volume

                                                                  N/A

     -      Price

 e)  Date of the transaction                                      19 December 2023

 f)  Place of the transaction                                     Outside trading venue

 

 

 

d)

Aggregated information

 

-        Aggregated volume

 

-      Price

 

 

 

 

N/A

e)

Date of the transaction

 

19 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                                    Vesting of awards pursuant to the Gresham House plc Bonus Share Matching Plan

                                                            2018

 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  nil       35,863

 

 d)  Aggregated information

     -        Aggregated volume

                                                                  N/A

     -      Price

 e)  Date of the transaction                                      19 December 2023

 f)  Place of the transaction                                     Outside trading venue

 

 

 

d)

Aggregated information

 

-        Aggregated volume

 

-      Price

 

 

 

 

N/A

e)

Date of the transaction

 

19 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                                                         Ben Guest

 2   Reason for the notification

 a)  Position/status                                              Managing Director and Head of the Gresham House New Energy division

 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                                    Vesting of awards pursuant to the Gresham House plc Bonus Share Matching Plan

                                                            2018

 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  nil       75,131

 

 d)  Aggregated information

     -        Aggregated volume

                                                                  N/A

     -      Price

 e)  Date of the transaction                                      19 December 2023

 f)  Place of the transaction                                     Outside trading venue

 

 

 

d)

Aggregated information

 

-        Aggregated volume

 

-      Price

 

 

 

 

N/A

e)

Date of the transaction

 

19 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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