Director/PDMR Shareholding, RPT Update & TVR
25/10/2024 17:08
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RNS Number : 7500J Niox Group PLC 25 October 2024
NIOX Group plc
(the "Company")
Director/PDMR Shareholding, Related Party Transaction Update
& Total Voting Rights
Oxford, UK - 25 October 2024: NIOX Group plc (AIM: NIOX) announces that, Ian
Johnson (Executive Chairman), Michael Roller (Chief Financial Officer),
Jonathan Emms (Chief Operating Officer), Garry Watts (Non-Executive Director)
and Nicholas Mills (Non-Executive Director), (together, the "Directors")
notified the Company of their participation in the Company's Tender Offer
announced on 24 September 2024.
The resulting interests of each Director are detailed below:
Director/PDMR Shareholding
Director/ PDMR Number of Ordinary Shares held immediately prior to launch of the Tender Offer Net number of Ordinary Shares sold Number of Ordinary Shares held in NIOX Group plc as at the date of this Percentage of voting rights
announcement
Ian Roy Johnson 996,825 62,314 934,511 0.23%
Michael Roy David Roller 748,174 46,316 701,858 0.18%
Jonathan Charles Emms 1,005,699 62,353 943,346 0.24%
Garry Watts 477,340 30,162 447,178 0.11%
Nicholas Harwood Bertram Mills 130,000 8,046 121,954 0.03%
Each of the Directors elected to participate in the Tender Offer in respect of
their Basic Entitlements only, however there was an administrative error in
calculating the number of shares which were validly tendered by Nicholas
Mills. To correct this error, Nicholas Mills purchased 56,933 newly issued
Ordinary Shares in the Company (satisfied by an existing block listing) at the
Tender Price of 80 pence per share. Further, due to group nominee holdings,
the Tender Offer allocation to Ian Johnson and Garry Watts did not fully
reflect the Basic Entitlement election and as such a transfer has been made
between the individuals at the Tender Price of 80 pence per share to better
reflect the expected resultant holdings.
Additional detail is provided below in accordance with UK MAR.
Related Party Transaction Update
On 17 October 2024, the Company announced that each of Harwood Capital,
AstraZeneca plc and Richard Griffiths, Substantial Shareholders in the
Company, had tendered at least their Basic Entitlements in the Tender Offer
and that this was deemed to constitute related party transactions under AIM
Rule 13. The Company has now been notified of their participation in the
Tender Offer in the following amounts:
Shareholder Number of Ordinary Shares held before Tender Offer Ordinary Shares Tendered Number of Ordinary Shares held post Tender Offer Percentage of voting rights post Tender Offer
Harwood Capital 75,712,500 5,407,195 70,305,305 17.67%
AstraZeneca plc 71,081,217 4,988,109 66,093,108 16.61%
Richard Griffiths 63,929,400 12,242,250 51,687,150 12.99%
As previously stated, the independent Directors, having consulted with the
Company's nominated adviser Singer Capital Markets, consider that the terms of
the transaction are fair and reasonable insofar as Shareholders are concerned.
Total Voting Rights
The Company has 407,980,550 Ordinary Shares in issue, with 397,980,550
Ordinary Shares with voting rights (excluding 10,000,000 shares held in
Treasury). This figure of 397,980,550 may be used by the Company's
shareholders as the denominator in the calculations by which they will
determine if they are required to notify their interest in, or a change to
their interest in, the Company under the Financial Conduct Authority's
Disclosure, Guidance and Transparency Rules.
Capitalised terms in this announcement (unless otherwise defined) have the
same meanings as set out in the Circular.
Enquiries:
For more information, please visit www.niox.com (http://www.niox.com) , or
contact:
NIOX Group plc +44 (0) 3303 309 356
Ian Johnson, Executive Chairman
Michael Roller, Chief Financial Officer
Singer Capital Markets (Nominated Adviser and Joint Broker) +44 (0) 20 7496 3000
Jen Boorer / James Fischer / James Todd
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them:
a) Name 1. Ian Roy Johnson
2. Michael Roy David Roller
3. Jonathan Charles Emms
4. Garry Watts
5. Nicholas Harwood Bertram Mills
2 Reason for the notification
a) Position/status 1. Executive Chairman
2. Chief Financial Officer
3. Chief Operating Officer
4. Non-Executive Director
5. Non-Executive Director
b) Is this an initial notification or an amendment to a prior notification? Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name NIOX Group plc
b) LEI 2138006YAT138TOGA556
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 0.08p each
Identification code
GB00BJVD3B28
b) Nature of the transaction Participation in Tender Offer (sale of shares)
c) Price(s) and volume(s) Price Volume
1. 80 pence 62,314
2. 80 pence 46,316
3. 80 pence 62,353
4. 80 pence 30,162
5. 80 pence 64,979
d) Aggregated information (if any) N/a
- Aggregated volume
- Price
e) Date of transaction 22.10.2024
f) Place of the transaction London Stock Exchange
2
Reason for the notification
a)
Position/status
1. Executive Chairman
2. Chief Financial Officer
3. Chief Operating Officer
4. Non-Executive Director
5. Non-Executive Director
b)
Is this an initial notification or an amendment to a prior notification?
Initial notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
NIOX Group plc
b)
LEI
2138006YAT138TOGA556
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
Identification code
Ordinary Shares of 0.08p each
GB00BJVD3B28
b)
Nature of the transaction
Participation in Tender Offer (sale of shares)
c)
Price(s) and volume(s)
Price Volume
1. 80 pence 62,314
2. 80 pence 46,316
3. 80 pence 62,353
4. 80 pence 30,162
5. 80 pence 64,979
d)
Aggregated information (if any)
- Aggregated volume
- Price
N/a
e)
Date of transaction
22.10.2024
f)
Place of the transaction
London Stock Exchange
a) Name Nicholas Harwood Bertram Mills
2 Reason for the notification
a) Position/status Non-Executive Director
b) Is this an initial notification or an amendment to a prior notification? Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name NIOX Group plc
b) LEI 2138006YAT138TOGA556
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 0.08p each
Identification code
GB00BJVD3B28
b) Nature of the transaction Purchase of newly issued ordinary shares
c) Price(s) and volume(s) Price Volume
1. 80 pence 56,933
d) Aggregated information (if any) N/a
- Aggregated volume
- Price
e) Date of transaction 25.10.2024
f) Place of the transaction London Stock Exchange
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Is this an initial notification or an amendment to a prior notification?
Initial notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
NIOX Group plc
b)
LEI
2138006YAT138TOGA556
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
Identification code
Ordinary Shares of 0.08p each
GB00BJVD3B28
b)
Nature of the transaction
Purchase of newly issued ordinary shares
c)
Price(s) and volume(s)
Price Volume
1. 80 pence 56,933
d)
Aggregated information (if any)
- Aggregated volume
- Price
N/a
e)
Date of transaction
25.10.2024
f)
Place of the transaction
London Stock Exchange
a) Name Ian Roy Johnson
2 Reason for the notification
a) Position/status Executive Chairman
b) Is this an initial notification or an amendment to a prior notification? Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name NIOX Group plc
b) LEI 2138006YAT138TOGA556
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 0.08p each
Identification code
GB00BJVD3B28
b) Nature of the transaction Purchase of ordinary shares
c) Price(s) and volume(s) Price Volume
2. 80 pence 27,109
d) Aggregated information (if any) N/a
- Aggregated volume
- Price
e) Date of transaction 25.10.2024
f) Place of the transaction Off market
2
Reason for the notification
a)
Position/status
Executive Chairman
b)
Is this an initial notification or an amendment to a prior notification?
Initial notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
NIOX Group plc
b)
LEI
2138006YAT138TOGA556
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
Identification code
Ordinary Shares of 0.08p each
GB00BJVD3B28
b)
Nature of the transaction
Purchase of ordinary shares
c)
Price(s) and volume(s)
Price Volume
2. 80 pence 27,109
d)
Aggregated information (if any)
- Aggregated volume
- Price
N/a
e)
Date of transaction
25.10.2024
f)
Place of the transaction
Off market
a) Name Garry Watts
2 Reason for the notification
a) Position/status Non-Executive Director
b) Is this an initial notification or an amendment to a prior notification? Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name NIOX Group plc
b) LEI 2138006YAT138TOGA556
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 0.08p each
Identification code
GB00BJVD3B28
b) Nature of the transaction Sale of ordinary shares
c) Price(s) and volume(s) Price Volume
3. 80 pence 27,109
d) Aggregated information (if any) N/a
- Aggregated volume
- Price
e) Date of transaction 25.10.2024
f) Place of the transaction Off market
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Is this an initial notification or an amendment to a prior notification?
Initial notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
NIOX Group plc
b)
LEI
2138006YAT138TOGA556
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
Identification code
Ordinary Shares of 0.08p each
GB00BJVD3B28
b)
Nature of the transaction
Sale of ordinary shares
c)
Price(s) and volume(s)
Price Volume
3. 80 pence 27,109
d)
Aggregated information (if any)
- Aggregated volume
- Price
N/a
e)
Date of transaction
25.10.2024
f)
Place of the transaction
Off market
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