Plant Health Care - Grant of Options
24/07/2023 07:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20230724:nRSX8797Ga&default-theme=true
RNS Number : 8797G Plant Health Care PLC 24 July 2023
24 July 2023
Plant Health Care plc
("Plant Health Care" or "the Company")
Grant of Options
Director/PDMR shareholdings
Plant Health Care (AIM: PHC), a leading provider of novel patent-protected
biological products to global agricultural markets, announces that on 21 July
2023 the Company awarded options to executive directors and certain employees
under the Company's 2017 Employee Share Option Plan (the 'Plan').
The Company has awarded options in respect of a total of 1.955 million shares
with an exercise price of 1p per share under the Plan (the "Option Shares")
(representing 0.57% of the Company's current issued share capital) that vest
upon the earlier of: (a) the date of a Change of Control; or (b) upon
satisfaction of both the Service-Based Requirement and the Performance-Based
Requirements set out below.
Performance-Based Requirements
50% of the Option Shares vest in accordance with the adjusted 2023 EBITDA as
set out below:
25% of options vest for adjusted 2023 EBITDA growth equal to 90% of budget
50% of options vest for adjusted 2023 EBITDA growth equal to the 2023 budget
75% of options vest for adjusted 2023 EBITDA growth equal to 105% of budget
100% of options vest for adjusted 2023 EBITDA growth equal to 110% of budget
Straight-line pro-rating between these targets.
50% of the Option Shares vest in accordance with the share price as set out
below:
25% of the options vest for a share price of 9p
50% of the options vest for a share price of 10p
75% of the options vest for a share price of 11p
100% of the options vest for a share price of 12p
Straight-line pro-rating between these targets.
Service-Based Requirements:
For all United States based employees no option shall be exercised before the
two-year anniversary of the date of grant.
The options will expire after five years from the date of grant. The vesting
criteria of the options can be modified at the discretion of the Remuneration
Committee of the Company.
The Option Shares include an award to Jeffrey Hovey and Jeffrey Tweedy.
Name Position Number of shares subject to the Option
Jeffrey Tweedy Chief Executive Officer
1,150,000
Jeffrey Hovey Chief Financial Officer
805,000
Bill Lewis, Chair of the Remuneration Committee, commented:
"As announced previously, the Company has noted the concern raised by ISS in
respect of the performance targets set on the vesting of LTIP awards. At
that time, we committed to reviewing the LTIP plan and associated performance
criteria, in order to align with best practice. Our conclusion was to
introduce EBITDA as a new hurdle and give it equal weighting to the share
price hurdle. We believe that EBITDA is the measure of profit which
management is best placed to influence. We believe this change more closely
reflects the impact of management's actions on the success of the company,
while maintaining the strong link to shareholder value creation as reflected
in the share price. The targets we have set are aligned to the mid-term
financial targets previously shared with the market."
Enquiries
Plant Health Care plc
Jeffrey Tweedy - Chief Executive Office +1 919 926 1600
Jeffrey Hovey - Chief Financial Officer
Cenkos Securities plc - Nomad and Broker +44 (0) 20 7391 8900
Neil McDonald / Pete Lynch
SEC Newgate - Financial PR +44 (0) 7540 106 366
Robin Tozer
George Esmond
Harry Handyside
Company website: www.planthealthcare.com (http://www.planthealthcare.com)
The information set out below is provided in accordance with the requirements
of Article 19(3) of the EU Market Abuse Regulation No 596/2014.
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Jeffrey Hovey
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 Plant Health Care plc
b) LEI
213800KBQPJZ2FM8QH27
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 1p each
GB00B01JC540
Identification code
b) Nature of the transaction Grant of 1p Options under the 2017 Employee Share Option Plan
c) Price(s) and volume(s) Price(s) Volume(s)
1p 805,000
d) Aggregated information
- Aggregated volume
- Price 805,000 ordinary shares of 1p per share par value
As above
e) Date of the transaction 21 July 2023
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
805,000 ordinary shares of 1p per share par value
As above
e)
Date of the transaction
21 July 2023
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Jeffrey Tweedy
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 Plant Health Care plc
b) LEI
213800KBQPJZ2FM8QH27
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 1p each
GB00B01JC540
Identification code
b) Nature of the transaction Grant of 1p options under the 2017 Employee Share Option Plan
c) Price(s) and volume(s) Price(s) Volume(s)
1p 1,150,000
d) Aggregated information
- Aggregated volume
- Price 1,150,000 ordinary shares of 1p per share par value
As above
e) Date of the transaction 21 July 2023
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
1,150,000 ordinary shares of 1p per share par value
As above
e)
Date of the transaction
21 July 2023
f)
Place of the transaction
Outside a trading venue
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END DSHSEMESDEDSEEW