REG - Nanoco Group PLC - Notification Of Transactions By PDMR

NanocoAnnouncement

23/01/2024 16:15

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RNS Number : 6614A  Nanoco Group PLC  23 January 2024

23 January 2024

NANOCO GROUP PLC

("Nanoco", the "Group" or the "Company")

 

NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY

Nanoco (LSE: NANO), a world leader in the development and manufacture of
cadmium-free quantum dots and other specific nanomaterials emanating from our
technology platform, announces that on 23 January 2024 nil-cost options over
ordinary shares of 10 pence each in the Company ("Ordinary Shares") were
granted under both the Nanoco Group 2015 Long Term Incentive Plan (the "LTIP")
and the Nanoco 2015 Deferred Bonus Plan (the "DBP") to the executive directors
and other staff as noted below.

 Name of Director / PDMR               Options granted under LTIP  Options granted under DBP  Total resultant options held
 Brian Tenner (CEO - Director, PDMR)   2,255,220                   577,736                    6,904,550
 Nigel Pickett (CTO - Director, PDMR)  1,604,897                   424,667                    5,170,926
 Liam Gray (CFO - Director, PDMR)      1,148,112                   294,894                    3,138,288
 Other non-disclosable staff           2,556,312                   194,904                    n/a
 Total number of options granted       7,564,541                   1,492,201                  n/a

Ordinarily the number of options awarded under the LTIP and DBP would have
been calculated by reference to the average closing mid-market share price for
the three days after the announcement of the Group's results for the year
ending 31 July 2023. This was 16.58 pence.

However, the Group has delayed the annual issue of options until after the
delivery and announcement of a series of important production and development
agreements. With the announcement of the two-year development agreement with
STMicroelectronics ("ST") on 12 January 2024, the Company is now able to issue
these options. During this period, the share price has appreciated, and the
Board felt it appropriate to reflect this increase in the calculation of the
awards and hence has used the average closing mid-price in the three days
after the ST announcement. This was 19.97 pence.

The use of the higher price to calculate the number of awards has resulted in
a reduction in the number of awards to each person by approximately 17%.

DBP

The DBP options are subject to a two-year holding period and ordinarily will
vest following the announcement of Nanoco's results for its financial year
ending 31 July 2025. There are no further performance conditions for the DBP
options.

LTIP

The vesting of the LTIP options is subject to the achievement of two
performance conditions. Fifty percent (50%) will vest depending on absolute
total shareholder return ("Absolute TSR") over the three-year performance
period ending 31 July 2026. Absolute TSR is calculated as the sum of any
change in the market capitalization of the Group plus any dividends paid
during the performance period. Fifty percent (50%) will vest depending on
growth in the Group's revenue over the same three-year performance period.

The Board has adopted Absolute TSR as one of two performance conditions for
the last two years due to the potentially distorting effects of any return of
capital on a simple share price target. The table below sets out the targets
for Absolute TSR.

 Range            Absolute TSR                            Proportion of award that will vest

(equivalent CAGR (%) and share price)
 Below threshold  Less than £30.9 million                 Nil
 Threshold        £30.9 million (15% CAGR, 27.8 pence)    25%
 Target           £43.2 million (20% CAGR, 31.6 pence)    60%
 Maximum          £56.5 million (25% CAGR, 35.8 pence)    100%

The table also discloses the equivalent compound annual growth rate ('CAGR')
and resulting Share Price (excluding dividends) as compared to the average of
the closing mid-market price of the Company's shares for the three months
before the release of Group's annual results for the year ending 31 July 2023
(as announced on 17 October 2023 and in accordance with the rules of the
scheme, being 18.28p).

Given the Group is still entering a new stage in its development, the
Directors consider that the revenue targets are commercially sensitive and
hence are not being disclosed at this time. However, in order to maintain
transparency, the targets will be disclosed at the same time as the actual
outcome is assessed following the end of the performance period.

Ordinarily, the LTIP options will vest (subject to the achievement of the
performance conditions) following the announcement of Nanoco's results for its
financial year ending 31 July 2026. The options are then subject to an
additional two-year holding period.

This notification is made pursuant to the requirements under the UK Market
Abuse Regulation.

 

For further information, please contact:

Nanoco Group PLC:
 
+44 (0)1928 761 404

Brian Tenner, CEO

Liam Gray, CFO & Company Secretary

 

Cavendish Capital Markets Limited (Financial Adviser & Joint Corporate
Broker):                +44 (0) 20 7220 0500

Ed Frisby / George Lawson (Corporate Finance)

Tim Redfern / Charlie Combe (Corporate Broking)

Jasper Berry (Sales)

 

Turner Pope Investments (Joint Corporate Broker):
 
+44 (0) 20 3657 0050

Andrew Thacker

James Pope

 

Powerscourt
                               +44 (0)7970 246
725

Elly Williamson

Ollie Simmonds

Nanoco@powerscourt-group.com

 

FORWARD LOOKING STATEMENTS

This announcement (including information incorporated by reference in this
announcement) and other information published by Nanoco may contain statements
about Nanoco that are or may be deemed to be forward looking statements.
Such statements are prospective in nature.  All statements other than
historical statements of facts may be forward looking statements.  Without
limitation, statements containing the words "targets", "plans", "believes",
"expects", "aims", "intends", "will", "may", "anticipates", "estimates",
"projects" or "considers" or other similar words may be forward looking
statements.

 

Forward-looking statements inherently contain risks and uncertainties as they
relate to events or circumstances in the future.  Important factors such as
business or economic cycles, the terms and conditions of Nanoco's financing
arrangements, tax rates, or increased competition may cause Nanoco's actual
financial results, performance or achievements to differ materially from any
forward-looking statements.  Due to such uncertainties and risks, readers are
cautioned not to place undue reliance on such forward-looking statements,
which speak only as of the date hereof.  Nanoco disclaims any obligation to
update any forward looking or other statements contained herein, except as
required by applicable law.

 

About Nanoco Group plc

 

Nanoco (LSE: NANO) is a nano-material production company, specialising in the
production of its patented cadmium free quantum dots (CFQD®) and other
patented nano-materials for use in the electronics industries.

Founded in 2001 and headquartered in Runcorn, UK, Nanoco continues to build
out a world-class, patent-protected IP portfolio alongside the scaling of the
production for commercial orders.

Nano-materials are materials with dimensions typically in the range 1 - 100
nm. Nano-materials have a range of useful properties, including optical and
electronic. Quantum dots are a subclass of nano-material that have
size-dependent optical and electronic properties. Within the sphere of quantum
dots, the Group exploits different characteristics of the quantum dots to
target different performance criteria that are attractive to specific markets
or end-user applications such as the Sensor, Electronics and Display markets.
Nanoco's CFQD® quantum dots are free of cadmium and other toxic heavy metals,
and can be tuned to emit light at different wavelengths across the visible and
infrared spectrum, rendering them useful for a wide range of display
applications. Nanoco's HEATWAVE™ quantum dots can be tuned to absorb light
at different wavelengths across the near-infrared spectrum, rendering them
useful for applications including cameras and image sensors.

Nanoco is listed on the Main Market of the London Stock Exchange and trades
under the ticker symbol NANO. For further information, please visit:
www.nanocotechnologies.com.

 

Notification of Dealing Forms

 1.  Details of the Person Discharging Managerial Responsibilities ("PDMR") /
     person closely associated with them ("PCA")
 a)  Name                                    BRIAN TENNER
 2.  Reason for the notification
 a)  Position /status                        CHIEF EXECUTIVE OFFICER
 b)  Initial notification / amendment        INITIAL NOTIFICATION
 3.  Details of the Issuer
 a)  Name                                    NANOCO GROUP PLC
 b)  LEI code                                213800HOSJEZO1KOCV33
 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)  Type of instrument                      ORDINARY SHARES OF 1O PENCE EACH

Identification code
     ISIN: GB00B01JLR99
 b)  Nature of the transaction               GRANT OF AN OPTION OVER ORDINARY SHARES UNDER THE NANOCO 2015 LONG TERM
                                             INCENTIVE PLAN
 c)  Price(s) and volume(s)                  Price(s)  Volume(s)
                                             Nil cost  2,255,220
 d)  Aggregated information:                 N/A

- Aggregated volume

- Price
 e)  Date of the transaction                 23 JANUARY 2024
 f)  Place of the transaction                OUTSIDE A TRADING VENUE

d)

Aggregated information:

- Aggregated volume

- Price

N/A

e)

Date of the transaction

23 JANUARY 2024

f)

Place of the transaction

OUTSIDE A TRADING VENUE

 

 1.  Details of the Person Discharging Managerial Responsibilities ("PDMR") /
     person closely associated with them ("PCA")
 a)  Name                                    BRIAN TENNER
 2.  Reason for the notification
 a)  Position /status                        CHIEF EXECUTIVE OFFICER
 b)  Initial notification / amendment        INITIAL NOTIFICATION
 3.  Details of the Issuer
 a)  Name                                    NANOCO GROUP PLC
 b)  LEI code                                213800HOSJEZO1KOCV33
 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)  Type of instrument                      ORDINARY SHARES OF 1O PENCE EACH

Identification code
     ISIN: GB00B01JLR99
 b)  Nature of the transaction               GRANT OF AN OPTION OVER ORDINARY SHARES UNDER THE NANOCO 2015 DEFERRED BONUS
                                             PLAN
 c)  Price(s) and volume(s)                  Price(s)  Volume(s)
                                             Nil cost  577,736
 d)  Aggregated information:                 N/A

- Aggregated volume

- Price
 e)  Date of the transaction                 23 JANUARY 2024
 f)  Place of the transaction                OUTSIDE A TRADING VENUE

d)

Aggregated information:

- Aggregated volume

- Price

N/A

e)

Date of the transaction

23 JANUARY 2024

f)

Place of the transaction

OUTSIDE A TRADING VENUE

 

Notification of Dealing Forms

 1.  Details of the Person Discharging Managerial Responsibilities ("PDMR") /
     person closely associated with them ("PCA")
 a)  Name                                    DR NIGEL PICKETT
 2.  Reason for the notification
 a)  Position /status                        CHIEF TECHNICAL OFFICER
 b)  Initial notification / amendment        INITIAL NOTIFICATION
 3.  Details of the Issuer
 a)  Name                                    NANOCO GROUP PLC
 b)  LEI code                                213800HOSJEZO1KOCV33
 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)  Type of instrument                      ORDINARY SHARES OF 1O PENCE EACH

Identification code
     ISIN: GB00B01JLR99
 b)  Nature of the transaction               GRANT OF AN OPTION OVER ORDINARY SHARES UNDER THE NANOCO 2015 LONG TERM
                                             INCENTIVE PLAN
 c)  Price(s) and volume(s)                  Price(s)  Volume(s)
                                             Nil cost  1,604,897
 d)  Aggregated information:                 N/A

- Aggregated volume

- Price
 e)  Date of the transaction                 23 JANUARY 2024
 f)  Place of the transaction                OUTSIDE A TRADING VENUE

d)

Aggregated information:

- Aggregated volume

- Price

N/A

e)

Date of the transaction

23 JANUARY 2024

f)

Place of the transaction

OUTSIDE A TRADING VENUE

 

 1.  Details of the Person Discharging Managerial Responsibilities ("PDMR") /
     person closely associated with them ("PCA")
 a)  Name                                    DR NIGEL PICKETT
 2.  Reason for the notification
 a)  Position /status                        CHIEF TECHNICAL OFFICER
 b)  Initial notification / amendment        INITIAL NOTIFICATION
 3.  Details of the Issuer
 a)  Name                                    NANOCO GROUP PLC
 b)  LEI code                                213800HOSJEZO1KOCV33
 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)  Type of instrument                      ORDINARY SHARES OF 1O PENCE EACH

Identification code
     ISIN: GB00B01JLR99
 b)  Nature of the transaction               GRANT OF AN OPTION OVER ORDINARY SHARES UNDER THE NANOCO 2015 DEFERRED BONUS
                                             PLAN
 c)  Price(s) and volume(s)                  Price(s)  Volume(s)
                                             Nil cost  424,667
 d)  Aggregated information:                 N/A

- Aggregated volume

- Price
 e)  Date of the transaction                 23 JANUARY 2024
 f)  Place of the transaction                OUTSIDE A TRADING VENUE

d)

Aggregated information:

- Aggregated volume

- Price

N/A

e)

Date of the transaction

23 JANUARY 2024

f)

Place of the transaction

OUTSIDE A TRADING VENUE

 

Notification of Dealing Forms

 1.  Details of the Person Discharging Managerial Responsibilities ("PDMR") /
     person closely associated with them ("PCA")
 a)  Name                                    LIAM GRAY
 2.  Reason for the notification
 a)  Position /status                        CHIEF FINANCIAL OFFICER, NANOCO GROUP PLC
 b)  Initial notification / amendment        INITIAL NOTIFICATION
 3.  Details of the Issuer
 a)  Name                                    NANOCO GROUP PLC
 b)  LEI code                                213800HOSJEZO1KOCV33
 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)  Type of instrument                      ORDINARY SHARES OF 1O PENCE EACH

Identification code
     ISIN: GB00B01JLR99
 b)  Nature of the transaction               GRANT OF AN OPTION OVER ORDINARY SHARES UNDER THE NANOCO 2015 LONG TERM
                                             INCENTIVE PLAN
 c)  Price(s) and volume(s)                  Price(s)  Volume(s)
                                             Nil cost  1,148,112
 d)  Aggregated information:                 N/A

- Aggregated volume

- Price
 e)  Date of the transaction                 23 JANUARY 2024
 f)  Place of the transaction                OUTSIDE A TRADING VENUE

d)

Aggregated information:

- Aggregated volume

- Price

N/A

e)

Date of the transaction

23 JANUARY 2024

f)

Place of the transaction

OUTSIDE A TRADING VENUE

 

 1.  Details of the Person Discharging Managerial Responsibilities ("PDMR") /
     person closely associated with them ("PCA")
 a)  Name                                    LIAM GRAY
 2.  Reason for the notification
 a)  Position /status                        CHIEF FINANCIAL OFFICER, NANOCO GROUP PLC
 b)  Initial notification / amendment        INITIAL NOTIFICATION
 3.  Details of the Issuer
 a)  Name                                    NANOCO GROUP PLC
 b)  LEI code                                213800HOSJEZO1KOCV33
 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)  Type of instrument                      ORDINARY SHARES OF 1O PENCE EACH

Identification code
     ISIN: GB00B01JLR99
 b)  Nature of the transaction               GRANT OF AN OPTION OVER ORDINARY SHARES UNDER THE NANOCO 2015 DEFERRED BONUS
                                             PLAN
 c)  Price(s) and volume(s)                  Price(s)  Volume(s)
                                             Nil cost  294,894
 d)  Aggregated information:                 N/A

- Aggregated volume

- Price
 e)  Date of the transaction                 23 JANUARY 2024
 f)  Place of the transaction                OUTSIDE A TRADING VENUE

d)

Aggregated information:

- Aggregated volume

- Price

N/A

e)

Date of the transaction

23 JANUARY 2024

f)

Place of the transaction

OUTSIDE A TRADING VENUE

 

 = END =

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