REG - Polarean Imaging PLC - Repricing of Options and Grant of Options

Polarean ImagingAnnouncement

29/07/2024 07:00

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RNS Number : 0985Y  Polarean Imaging PLC  29 July 2024

Polarean Imaging Plc

("Polarean" or the "Company")

 

Repricing of Options and Grant of Options

 

Polarean Imaging plc (AIM: POLX), a commercial-stage medical device leader in
advanced Magnetic Resonance Imaging ("MRI") of lung function, announces that
upon the recommendation of the Company's Remuneration Committee, it has
repriced existing options over ordinary shares of £0.00037 each in the
capital of the Company ("Ordinary Shares") ("Share Options") over an
aggregate of 19,849,965 Ordinary Shares and granted Share Options over an
aggregate 121,022,451 Ordinary Shares to certain Directors, employees, and
consultants of the Company.

 

The Company's Remuneration Committee recognises the importance of share
options to appropriately incentivise and retain Directors and employees as
well as to ensure their interests are aligned with that of Company and its
shareholders. Following a review of incentive plans, the Remuneration
Committee of the Board recommended that, given the reduction in the Company's
share price and the changes in the share capital following the recent
fundraising, the existing awards of share options were no longer a reasonable
incentive and should be amended to re-align the option scheme with the current
share price and share capital.

 

The Company contracted with a third-party compensation firm to perform a
benchmarking analysis of Share Options at comparable companies. The
Remuneration Committee and Board used the third-party report in determining
the number of new Share Options to be issued.

 

The repricing and granting of Share Options is pursuant to the terms of the
Company's existing Stock Option Plan. 25% of the new Share Options will vest
on 26 July 2025 with the remaining Share Options vesting in equal portions on
the last day of each calendar month over the period of 36 months starting on
31 August 2025. The Share Options will be exercisable at a price of 1.83p each
per Ordinary Share, being the share price as at close of business on Friday 26
July 2024. The repriced Share Options retain their original vesting and
expiration terms.

 

17,462,194 Share Options have been repriced and 104,810,222 Share Options were
granted to the 11 PDMRs listed in the table below. 2,387,771 Share Options
have been repriced and 16,212,229 new Share Options were granted, to non-PDMR
employees and a consultant.

 

 Name                                             Share Options Repriced              Share Options Granted                                         Total no. of options over ordinary shares now held
 Christopher von Jako                                      5,325,000                                         24,368,006                                              29,693,006
 Bastiaan Driehuys                                         1,686,000                                         20,040,590                                              21,726,590
 Kenneth West                                              2,263,218                                         15,842,273                                              18,105,491
 Charles Osborne                                           1,700,000                                            7,956,262                                               9,656,262
 Cyrille Petit                                                  500,000                                         4,448,834                                               4,948,834
 Juergen Laucht                                                 884,400                                         4,064,434                                               4,948,834
 Frank Schulkes                                                 500,000                                         2,879,691                                               3,379,691
 Daniel Brague                                                  500,000                                         2,879,691                                               3,379,691
 Alexander Dusek                                           1,500,000                                            8,156,262                                               9,656,262
 Neil Wadehra                                              1,568,988                                            7,242,351                                               8,811,339
 Kiarash Emami                                             1,034,588                                            6,931,828                                               7,966,416
 Total                                            17,462,194                          104,810,222                                                   122,272,416
 Non-PDMR Employees and Consultant                2,387,771                           17,412,229                                                    19,800,000
 Total (PDMR, Non-PDMR Employees and Consultant)  19,849,965                          122,222,451                                                   142,072,416

 

The award and repricing of Share Options to the Directors of the Company are
deemed to be Related Party Transactions under Rule 13 of the AIM Rules. As
there are no Directors independent of the transactions to provide a fair and
reasonable statement because all of the Directors are participating in the
award of Options, Stifel (in its capacity as nominated adviser for the
purposes of the AIM Rules) considers the Directors' participation to be fair
and reasonable insofar as Shareholders are concerned.

 

Following the grant of Share Options referred above, there are 143,473,216
outstanding Share Options over Polarean's Ordinary Shares, representing 11.9%
of the Company's total voting rights.

 

Enquiries:

 

 Polarean Imaging plc                                www.polarean.com / www.polarean-ir.com
 Christopher von Jako, PhD, Chief Executive Officer                  Via Walbrook PR

 Charles Osborne, Chief Financial Officer

 Stifel Nicolaus Europe Limited (NOMAD and Sole Corporate Broker)                   +44 (0)20 7710 7600
 Nicholas Moore / Samira Essebiyea / Kate Hanshaw (Healthcare Investment
 Banking)
 Nick Harland (Corporate Broking)

 Walbrook PR       Tel: +44 (0)20 7933 8780 or polarean@walbrookpr.com
 Anna Dunphy / Phillip Marriage      Mob: +44 (0)7876 741 001 / +44 (0)7867 984 082

 

About Polarean

 

Polarean is a revenue-generating medical imaging technology company
revolutionising pulmonary medicine through direct visualisation of lung
function by introducing the power and safety of MRI to the respiratory
healthcare community. This community is in desperate need of modern solutions
to accurately assess lung function. The Company strives to optimise lung
health and prevent avoidable loss by illuminating hidden disease, addressing
the global unmet medical needs of more than 500 million patients worldwide
suffering from chronic respiratory disease. Polarean is a leader in the field
of hyperpolarisation science and has successfully developed the first and only
hyperpolarised Xenon MRI inhaled contrast agent, XENOVIEW™, which is now
FDA-approved in the United States. Polarean is dedicated to researching,
developing, and commercialising innovative imaging solutions with its
non-invasive and radiation-free pulmonary functional MRI platform. This
comprehensive drug-device platform encompasses the proprietary Xenon gas
blend, gas hyperpolarisation system, as well as software and accessories,
facilitating fully integrated modern respiratory imaging operations. Founded
in 2012, with offices in Durham, NC, and London, United Kingdom, Polarean is
committed to increasing global awareness of and broad access to its XENOVIEW
MRI technology platform. For the latest news and information about Polarean,
please visit www.polarean.com (http://www.polarean.com/) .

 

 

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