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REG - Sabien Technology - Issue of shares to non-executive directors

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RNS Number : 6960M  Sabien Technology Group PLC  19 November 2024

19 November 2024

Sabien Technology Group plc

("Sabien" or the "Company")

 

Issue of shares to non-executive directors

 

Sabien (AIM: SNT), a leading provider of energy reduction technologies,
announces the issue of new ordinary shares of 3p each in the capital of the
Company ("Ordinary Shares") to Charles Goodfellow and Ranald McGregor-Smith in
satisfaction of their aggregated outstanding remuneration of £43,750.

 

In line with the Company's cost saving strategy as well as to allow Sabien to
follow its growth plans without unduly diluting shareholders in a difficult
funding environment,  the Company's non-executive directors have agreed to
receive their outstanding remuneration in new Ordinary Shares. This will allow
the Company to carefully control its cash flows.

 

In total, 448,717 new Ordinary Shares have been issued (the "NED Shares") at a
deemed issue price of 9.75p per new Ordinary Share. The following amounts will
be settled in new Ordinary Shares with fractional entitlements rounded down:

 

 DIRECTOR            COUNTERPARTY              OUTSTANDING REMUNERATION  PRICE PER NEW ORDINARY SHARE PENCE  NEW ORDINARY SHARES ISSUED  TOTAL BENEFICIAL INTEREST POST ISSUE

                                               £
 Charles Goodfellow  Woodlands Lery Limited    17,500                    9.75                                179,487                     279,487
 Ranald              Bridgend Finance Limited  26,250                    9.75                                269,230                     269,230

 McGregor-Smith
                                               43,750                                                        448,717

 

Any VAT payable on the remuneration will be paid in cash.

 

Admission to trading on AIM

 

On 18 November 2024, the Company announced details of its annual general
meeting to take place at 10.00 a.m. on 19 December 2024 at the offices of
Peterhouse Capital Limited, 80 Cheapside, London, EC2V 6DZ (the "AGM").

 

The Company also announced on 20 August 2024 the issue of 893,035 new Ordinary
Shares at a deemed issue price of 9.175 pence per new Ordinary Share to
satisfy £61,936 of the executive directors' outstanding remuneration and
£25,000 of other liabilities. The Company clarifies that due to a clerical
error the reference to 893,035 new Ordinary Shares was incorrect and should
have been 947,531 new Ordinary Shares.

 

Application will be made to the London Stock Exchange plc for the 448,717 NED
Shares as well as the 947,531 new Ordinary Shares to be admitted to trading on
AIM ("Admission").

 

Subject to the passing of the necessary resolutions to allot and issue
1,396,248 new Ordinary Shares at the Company's AGM, it is currently
anticipated that Admission will become effective and that dealings in the
1,396,248 new Ordinary Shares will commence on AIM at 8.00 a.m. on or around
23 December 2024.

 

Total voting rights

 

On Admission, the Company will have 25,027,383 Ordinary Shares in issue,
each with one voting right. There are no shares held in treasury. Therefore,
the Company's total number of Ordinary Shares in issue and voting rights will
be 25,027,383 and this figure may be used by Shareholders from Admission as
the denominator for 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 FCA's Disclosure Guidance and Transparency Rules.

 

Related party transaction

 

The issue of the 448,717 NED Shares to Charles Goodfellow and Ranald
McGregor-Smith is deemed to be a related party transaction pursuant to rule 13
of the AIM Rules for Companies (together the "Transaction"). Accordingly,
Richard Parris and Edward Sutcliffe (being the directors of the Company not
taking part in the Transaction) consider, having consulted with the Company's
nominated adviser, Allenby Capital, that the terms of the Transaction are fair
and reasonable insofar as the Company's shareholders are concerned.

 

The directors of the Company agree that as part of the Company's ongoing cost
saving strategy it reserves the right in the future to issue new Ordinary
Shares to directors of the Company in satisfaction of their outstanding
remuneration.

 

The FCA notification, made in accordance with the requirements of the UK
Market Abuse Regulation, is set out at the end of this announcement.

 For further Information, please contact:

 Sabien Technology Group plc                           +44 20 7993 3700

 Richard Parris, Executive Chairman                    investors@sabien.com

 Allenby Capital Limited (Nominated Adviser)

 John Depasquale / Nick Harriss / Vivek Bhardwaj       +44 203 328 5656

 Peterhouse Capital Limited (Broker)

 Duncan Vasey / Lucy Williams                          +44 207 469 0930

 

About Sabien Technology Group plc

Sabien Technology Group plc provides energy reduction solutions designed to
help businesses achieve their sustainability goals, with a particular focus on
reducing energy consumption and carbon emissions.

 

The Sabien Technology Group plc holds the Green Economy Mark from the London
Stock Exchange, recognising companies generating over 50% of their revenues
from sustainable products and services.

 

Website: www.sabien.com (http://www.sabien.com/)

 

 

 1    Details of the person discharging managerial responsibilities / person closely
      associated
 a)   Name                                                         Name                   Position
                                                                   Charles Goodfellow     Non-Executive Director
                                                                   Ranald McGregor-Smith  Non-Executive Director
 2    Reason for the notification
 a)   Position/status                                              See above.

 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Sabien Technology Group Plc
 b)   LEI                                                          213800S5QG1SMGHFHY68
 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 3 pence each in Sabien Technology Group Plc ("Ordinary

                                                            Shares")

      Identification code

                                                                   Identification code (ISIN) for Sabien Technology Group Plc ordinary shares:
                                                                   GB00BN6JG812
 b)   Nature of the transaction                                    Issue of new Ordinary Shares

 c)   Price(s) and volume(s)                                       Name                   Number of new Ordinary Shares  Price
                                                                   Charles Goodfellow     179,487                        9.75 pence
                                                                   Ranald McGregor-Smith  269,230                        9.75 pence
 d)   Aggregated information

      - Aggregated volume                                          -       See above

      - Price                                                      -       See above
 e)   Date of the transaction                                      18 November 2024
 f)   Place of the transaction                                     Outside a trading venue

2

Reason for the notification

a)

Position/status

See above.

 

b)

 

Initial notification /Amendment

Initial notification

3

 

Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor

a)

Name

Sabien Technology Group Plc

b)

LEI

213800S5QG1SMGHFHY68

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 3 pence each in Sabien Technology Group Plc ("Ordinary
Shares")

 

Identification code (ISIN) for Sabien Technology Group Plc ordinary shares:
GB00BN6JG812

b)

Nature of the transaction

Issue of new Ordinary Shares

 

c)

Price(s) and volume(s)

 Name                   Number of new Ordinary Shares  Price
 Charles Goodfellow     179,487                        9.75 pence
 Ranald McGregor-Smith  269,230                        9.75 pence

d)

Aggregated information

- Aggregated volume

- Price

 

-       See above

-       See above

e)

Date of the transaction

18 November 2024

f)

Place of the transaction

Outside a trading venue

 

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