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REG - MS International PLC - Grant of Awards and Director/PDMR Shareholding

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RNS Number : 2441S  MS International PLC  02 November 2023

2 November 2023

 

MS INTERNATIONAL plc

(the "Company")

 

Grant of options and awards

 

Director/PDMR Shareholding

 

The Company announces that on 31 October 2023, it granted options over a total
of 117,900 ordinary shares of 10 pence each in the capital of the Company
("Ordinary Shares") to certain directors and employees pursuant to the Company
Share Option Plan ("CSOP"). The Company also announces that on the same day,
it granted phantom awards over 100,000 notional shares to Roger Lane-Smith,
Non-Executive Director of the Company.

Grants under the CSOP

Options over 117,900 Ordinary Shares (the "Options") have been granted under
the CSOP, exerciseable at a price of 720p, being the share price at the time
of grant. The Options will vest as to one third on each of the third, fourth
and fifth anniversaries of the award date. Vested options will expire if they
have not been exercised after ten years from the date of grant.

Details of the grants of options over Ordinary Shares to persons discharging
managerial responsibilities are set out in the table below.

 Name and position                      Number of CSOP options granted
 Michael Bell, Executive Chairman       4,150
 Michael O'Connell, Finance Director    4,150
 Nicholas Bell, Executive Director      4,150
 David Hansell, Non-executive Director  4,150

 

As noted in the Company's 2023 annual report, in addition to his role as a
Non-executive Director, David Hansell provides commercial and leadership
services to the Company's Defence division. Accordingly, CSOP options have
been granted to him to reflect his contribution to the future development of
this division.

 

Following the grants, options over 1,072,693 Ordinary Shares will be in issue,
representing approximately 6.6% of the Company's issued share capital
(excluding Ordinary Shares held in treasury).

 

Grant of phantom award

 

The Company has granted a phantom award in respect of 100,000 notional shares,
exercisable at nil value, to Roger Lane-Smith to reflect his significant
contribution to the Board, and the Company's progess and international
development, and in order to retain and incentivise future service to the
Company (the "Phantom Award"). The Phantom Award will be cash-settled in
reference to the share price on the date of exercise. The vesting of the
phantom award is subject to continued service and will only vest in the event
of a future change of control of the Company. The Phantom Awards will lapse if
they have not vested within 10 years of grant.

 

Related Party Transaction

 

The grant of the Phantom Award to Roger Lane-Smith, as a director of the
Company, constitutes a related party transaction pursuant to Rule 13 of the
AIM Rules for Companies. The Company's directors who are independent of the
related party transaction (being all of  the directors other than Roger
Lane-Smith) consider, having consulted with the Company's Nominated Adviser,
Shore Capital, that the terms of the related party transaction are fair and
reasonable insofar as the shareholders of the Company are concerned.

 

The notifications below, made in accordance with the requirements of the UK
Market Abuse Regulation, provide further details.

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                                                         Mr Michael Bell

 2    Reason for the notification

 a)   Position/status                                              Executive Chairman


 b)   Initial notification /Amendment                              Initial notification

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

    platform, auctioneer or auction monitor

 a)   Name                                                         MS INTERNATIONAL plc

 b)   LEI                                                          213800Q34ZAXQ582YL41

 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 10 pence each

      Identification code                                          ISIN: GB0005957005

 b)   Nature of the transaction                                    Grant of CSOP options

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

                                                                 Nil       4,150

 d)   Aggregated information

      - Aggregated volume                                          Aggregated volume: N/A

      - Price                                                      Aggregated price: N/A

 e)   Date of the transaction                                      31 October 2023

 f)   Place of the transaction                                     Off market transaction

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

 

 

Aggregated volume: N/A

 

Aggregated price: N/A

e)

 

Date of the transaction

 

31 October 2023

f)

 

Place of the transaction

 

Off market transaction

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Mr Michael O'Connell

 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                                                         MS INTERNATIONAL plc

 b)   LEI                                                          213800Q34ZAXQ582YL41

 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 10 pence each

      Identification code                                          ISIN: GB0005957005

 b)   Nature of the transaction                                    Grant of CSOP options

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

                                                                 Nil       4,150

 d)   Aggregated information

      - Aggregated volume                                          Aggregated volume: N/A

      - Price                                                      Aggregated price: N/A

 e)   Date of the transaction                                      31 October 2023

 f)   Place of the transaction                                     Off market transaction

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

 

 

Aggregated volume: N/A

 

Aggregated price: N/A

e)

 

Date of the transaction

 

31 October 2023

f)

 

Place of the transaction

 

Off market transaction

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Mr Nicholas Bell

 2    Reason for the notification

 a)   Position/status                                              Executive Director

 b)   Initial notification /Amendment                              Initial notification

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

    platform, auctioneer or auction monitor

 a)   Name                                                         MS INTERNATIONAL plc

 b)   LEI                                                          213800Q34ZAXQ582YL41

 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 10 pence each

      Identification code                                          ISIN: GB0005957005

 b)   Nature of the transaction                                    Grant of CSOP options

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

                                                                 Nil       4,150

 d)   Aggregated information

      - Aggregated volume                                          Aggregated volume: N/A

      - Price                                                      Aggregated price: N/A

 e)   Date of the transaction                                      31 October 2023

 f)   Place of the transaction                                     Off market transaction

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

 

 

Aggregated volume: N/A

 

Aggregated price: N/A

e)

 

Date of the transaction

 

31 October 2023

f)

 

Place of the transaction

 

Off market transaction

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Mr David Hansell

 2    Reason for the notification

 a)   Position/status                                              Non-executive Director

 b)   Initial notification /Amendment                              Initial notification

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

    platform, auctioneer or auction monitor

 a)   Name                                                         MS INTERNATIONAL plc

 b)   LEI                                                          213800Q34ZAXQ582YL41

 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 10 pence each

      Identification code                                          ISIN: GB0005957005

 b)   Nature of the transaction                                    Grant of CSOP options

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

                                                                 Nil       4,150

 d)   Aggregated information

      - Aggregated volume                                          Aggregated volume: N/A

      - Price                                                      Aggregated price: N/A

 e)   Date of the transaction                                      31 October 2023

 f)   Place of the transaction                                     Off market transaction

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

 

 

Aggregated volume: N/A

 

Aggregated price: N/A

e)

 

Date of the transaction

 

31 October 2023

f)

 

Place of the transaction

 

Off market transaction

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Mr Roger Lane-Smith

 2    Reason for the notification

 a)   Position/status                                              Non-executive Director

 b)   Initial notification /Amendment                              Initial notification

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

    platform, auctioneer or auction monitor

 a)   Name                                                         MS INTERNATIONAL plc

 b)   LEI                                                          213800Q34ZAXQ582YL41

 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  Phantom award over notional shares (right to cash equivalent value of Ordinary

                                                            Shares)

      Identification code

                                                            ISIN: GB0005957005

 b)   Nature of the transaction                                    Grant of phantom award

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

                                                                 Nil       100,000

 d)   Aggregated information

      - Aggregated volume                                          Aggregated volume: N/A

      - Price                                                      Aggregated price: N/A

 e)   Date of the transaction                                      31 October 2023

 f)   Place of the transaction                                     Off market transaction

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

 

 

Aggregated volume: N/A

 

Aggregated price: N/A

e)

 

Date of the transaction

 

31 October 2023

f)

 

Place of the transaction

 

Off market transaction

 

 

For further information please contact:

 

MS INTERNATIONAL
plc
                             Tel: +44 (0)13 0232
2133

Michael Bell

 

Shore Capital

Nomad and Broker
 
Tel: +44 (0)20 7408 4090

Patrick Castle/Daniel Bush/Lucy Bowden

 

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