REG - Quadrise PLC - Issue of Share Options and Director/PDMR Dealing

QuadriseAnnouncement

02/08/2024 07:00

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RNS Number : 8927Y  Quadrise PLC  02 August 2024

2 August 2024

 

Quadrise plc

(the "Company" and together with its subsidiaries the "Group" or "Quadrise")

 

Issue of Share Options and Director/PDMR Dealing

 

Quadrise, the supplier of MSAR(®) and bioMSAR™ emulsion technology and
fuels, providing innovative lower cost and lower carbon alternatives to fuel
oil and biofuels, announces the grant of an aggregate of 24,075,804 options to
subscribe for new ordinary shares of 1p each in the Company (the "Options") to
directors and employees of the Company in accordance with the provisions of
the Company's Unapproved Share Option Plan 2016 ("2016 Plan") and/or
the Company's Enterprise Management Incentive Share Option Plan ("EMI Plan").

 

The 2016 Plan and EMI Plan are designed to enable the Company to recruit,
retain and reward key employees of the Group - in doing so aligning their
interests with those of the Company's shareholders and enabling the Group to
preserve cash resources ahead of the commercialisation of the Company's
technology.

 

Performance Options

 

Of the Options, a total of 13,880,000 performance share options (the
"Performance Options") have been awarded to executives and employees of the
Company, including awards to certain of the Company's directors and PDMRs in
the amounts set out below.

 

The award of Performance Options follows the 3 August 2023 award of 13,500,000
share options which will lapse unvested on the first anniversary of their
grant date due to their specific performance conditions not having been met.
The Performance Options will vest as to 50% on the first anniversary of grant
and the remaining 50% shall vest on the second anniversary of the date of
grant, subject to the satisfaction of specific performance conditions prior to
the vesting dates. The Performance Options issued under the EMI plan will be
exercisable from vesting until the tenth anniversary of the date of grant, and
those issued under the 2016 Plan will be exercisable from vesting until the
eighth anniversary of the date of grant.

 

 Recipient    Number of Options  Plan       Exercise price
 Jason Miles  6,919,392          EMI Plan   2.5p
 Jason Miles  580,608            2016 Plan  2.5p
 David Scott  1,400,000          EMI Plan   2.5p
 Philip Hill  1,400,000          EMI Plan   2.5p
 Non-PDMRs    3,580,000          EMI Plan   2.5p
 Total        13,880,000         -          -

 

Additional Options

 

In addition, the Company has also granted a total of a further 6,000,000
Options to Non-Executive Directors of the Company in accordance with the
provisions of the 2016 Plan, in the amounts set out below (the "Additional
Options").

 

There are no performance conditions to the vesting of the Additional Options,
which will vest as to 50% on the first anniversary of grant and the remaining
50% shall vest on the second anniversary of the date of grant. The Additional
Options will be exercisable from vesting until the eighth anniversary of the
date of grant.

 

 Director          Number of Options  Plan       Exercise price
 Andrew Morrison   3,000,000          2016 Plan  2.5p
 Laurie Mutch      1,500,000          2016 Plan  2.5p
 Vicky Boiten-Lee  1,500,000          2016 Plan  2.5p
 Total             6,000,000          -          -

 

Nominal Value Options

 

The Company also announces the issue a total of 4,195,804 nominal value
options ("NVOs") to certain of the Company's PDMRs and employees in lieu of an
element of cash remuneration for the financial year ended 30 June 2024. The
NVOs have been issued in accordance with and under the EMI Plan. The NVOs will
vest after 12 months from the date of grant, have no performance conditions
and will be exercisable from vesting until the tenth anniversary of the date
of grant. The issue of NVOs include the following awards to certain of the
Company's PDMRs:

 

 Recipient    Number of NVOs  Plan        Exercise price
 David Scott  1,048,951       EMI Plan    1.0p
 Philip Hill  839,161         EMI Plan    1.0p
 Non-PDMRs    2,307,692       EMI Plan    1.0p
 Total        4,195,804       -           -

 

Total share options in issue

 

Following the grant of Options, the Company has a total of 93,784,059 options
to subscribe for new ordinary shares in the Company in issue, representing
approximately 5.31% of the Company's current issued ordinary share capital.

 

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

Andrew Morrison, Chairman of Quadrise commented:

"The issue of performance options at a premium to the recent open offer price
is designed to provide an appropriate incentive to achieve performance metrics
and to deliver shareholder value, whilst the issue of nominal value options
further strengthens alignment with shareholders whilst preserving the
Company's cash resources."

 

For additional information, please contact:

 

 Quadrise Plc                                              +44 (0)20 7031 7321
 Andy Morrison, Chairman

 Jason Miles, Chief Executive Officer

 Nominated Adviser
 Cavendish Capital Markets Limited                         +44 (0)20 7220 0500
 Ben Jeynes

 Katy Birkin

 George Lawson

 Joint Brokers
 Shore Capital Stockbrokers Limited                        +44 (0)20 7408 4090

 Toby Gibbs, Rachel Goldstein (Corporate Advisory)

 Fiona Conroy (Corporate Broking)
 VSA Capital Limited                                       +44 (0)20 3005 5000

 Andrew Raca (Corporate Finance)

 Andrew Monk (Corporate Broking)

 Public & Investor Relations
 Cutbill Jacoby

 Andy Cutbill                                              +44 (0)7841 576000

 Georgie Cutbill                                           +44 (0)7850 195353

The following notifications are intended to satisfy the Company's obligations
under Article 19(3) of the Market Abuse Regulation.

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                                                                    1.    Jason Miles

                                                                                             2.    David Scott

                                                                                             3.    David Scott

                                                                                             4.   Philip Hill

                                                                                             5.    Philip Hill

                                                                                             6.    Andrew Morrison

                                                                                             7.    Laurie Mutch

                                                                                                     8.    Vicky Boiten-Lee

 2   Reason for notification
 a)  Position/Status                                                                         1.    Chief Executive Officer

                                                                                             2.    Chief Financial Officer

                                                                                             3.    Chief Financial Officer

                                                                                             4.    Chief Operating Officer

                                                                                             5.    Chief Operating Officer

                                                                                             6.    Non-Executive Chairman

                                                                                             7.    Non-Executive Director

                                                                                                     8.    Non-Executive Director

     Initial notification/amendment                                                  Initial notifications

 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Quadrise plc

 b)  LEI                                                                             213800HN2ETG5476U328

 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 and identification  Ordinary shares of 1 pence each
     code

                                                                                     ISIN: GB00B11DDB67

 b)  Nature of transaction                                                                           Awards of options to subscribe for new ordinary
                                                                                     shares under the Quadrise Unapproved Share Option Plan 2016 and/or the
                                                                                     Quadrise Enterprise Management Incentive Share Option Plan.

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

                                                                                             1.    Nil                     1.    7,500,000

                                                                                             2.    Nil                     2.    1,400,000

                                                                                             3.    Nil                     3.    1,048,951

                                                                                             4.    Nil                     4.    1,400,000

                                                                                             5.    Nil                     5.    839,161

                                                                                             6.    Nil                     6.    3,000,000

                                                                                             7.    Nil                     7.    1,500,000

                                                                                             8.    Nil                     8.    1,500,000

 d)  Aggregated information                                                           n/a

 e)  Date of transaction                                                                             1 August 2024

 f)  Place of transaction                                                            Outside of a trading venue

d)

Aggregated information

 n/a

 

 

e)

Date of transaction

                1 August 2024

 

 

f)

Place of transaction

Outside of a trading venue

 

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