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REG - Warpaint London PLC - Ward & Hagon Contract Renewal and Grant of Options

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RNS Number : 2862D  Warpaint London PLC  02 March 2022

2 March 2022

 

 

Warpaint London PLC

("Warpaint", the "Company" or the "Group")

 

Ward & Hagon Contract Renewal and Grant of Options

 

Warpaint London plc (AIM: W7L), the specialist supplier of colour cosmetics
and owner of the W7 and Technic brands, announces that it has yesterday
renewed its contract (the "Contract") with Ward & Hagon Management
Consulting LLP ("Ward & Hagon") for a period of 24 months, effective 1
January 2022.

 

The Company originally appointed Ward & Hagon, a provider of practical
business solutions, in February 2020 to assist it in implementing its
strategic growth plan, and the Contract was renewed on  19 February 2021 for
a period of 12 months.  During 2021 Ward & Hagon has successfully
assisted the Group in developing and implementing its strategic plan by
gaining listings for products and widening distribution in the UK.  In
addition in 2021, Ward & Hagon assisted with plans for growth in the USA,
China and in digital marketing.

 

The Contract has a total value over 24 months of £380,000 (which will be
satisfied from the Group's operating cash flows) and includes the services of
Paul Hagon, an executive director of the Company and Martyn Ward, together
with other members of the Ward & Hagon team.  In addition, Ward &
Hagon will be paid a commission of 3% on all sales generated from their
introductions in the 12 month period from the point of first sale, and 4% on
all sales generated from their introductions in the 12 month period
thereafter.  Ward & Hagon will also receive a commission of 3% on all
Tesco sales from 17 February 2022 for 24 months.

 

In recognition of the success of the arrangements to date, and to incentivise
Ward & Hagon and align them with the long term interest of shareholders,
they have also been granted options to subscribe for 200,000 ordinary shares
of 25p in the Company at an exercise price of 127.5 pence per share (the
"Option"), being the closing mid-market price on 1 March 2022 (the last
practicable date prior to this announcement).  The Option is exercisable
between three and ten years from the date of grant.

 

The board is of the view that the services provided under the Contract and the
Option, represent value to shareholders through assisting the Company to
achieve is near term objectives.  Accordingly, Ward & Hagon will continue
to focus on helping the Group to access new retail channels both in the UK and
overseas.

 

Related Party Transaction

 

Paul Hagon, an executive director of Warpaint, is a member of Ward &
Hagon.  Accordingly the renewal of the Contract and the grant of the Option
is classified as a related party transaction pursuant to the AIM Rules for
Companies.  The independent directors of the Company (being all executive and
non-executive directors except Mr Hagon), having consulted with Singer Capital
Markets, the Company's Nominated Adviser, consider that the terms of the
Contract renewal and the grant of the Option are fair and reasonable insofar
as the Company's shareholders are concerned.

 

Enquiries:

 Warpaint London                                                          c/o IFC

 Sam Bazini - Chief Executive Officer

 Eoin Macleod - Managing Director

 Neil Rodol - Chief Financial Officer

 Singer Capital Markets (Nominated Adviser & Joint Broker)                020 7496 3000

 Shaun Dobson, Tom Salvesen, Jen Boorer, Alex Bond - Investment Banking
 Shore Capital (Joint Broker)                                             020 7408 4090

 Patrick Castle, Daniel Bush - Corporate Advisory

 Fiona Conroy - Corporate Broking

 IFC Advisory (Financial PR & IR)                                         020 3934 6630

 Tim Metcalfe, Graham Herring, Florence Chandler

 

Warpaint London plc

 

Warpaint sells branded cosmetics under the lead brand names of W7 and Technic.
W7 is sold in the UK primarily to retailers and internationally to local
distributors or retail chains. The Technic brand is sold in the UK and
continental Europe with a significant focus on the gifting market, principally
for high street retailers and supermarkets. In addition, Warpaint supplies own
brand white label cosmetics produced for several major high street retailers.
The Group also sells cosmetics using its other brand names of Man'stuff, Body
Collection, Very Vegan, and Chit Chat.

 

The notification below, made in accordance with the requirements of the EU
Market Abuse Regulation, provides further detail.

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.

 

 1    Details of the person discharging managerial responsibilities / person closely
      associated
 a)   Name                                                         Ward & Hagon Management Consulting LLP (an entity associated with Paul
                                                                   Hagon, Executive Director of Warpaint London plc)
 2    Reason for the notification
 a)   Position/status                                              Paul Hagon, Executive Director of Warpaint London plc and a partner in Ward
                                                                   & Hagon Management Consulting LLP
 b)   Initial notification /Amendment                              Initial notification

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

    platform, auctioneer or auction monitor

 a)   Name                                                         Warpaint London PLC
 b)   LEI                                                          213800EBJ2CN6KIDCO78
 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 25p

      Identification code

 b)   Nature of the transaction                                    Grant of Option
 c)   Price(s) and volume(s)                                         Price(s)              Volume(s)
                                                                   Exercise price: 127.5p  200,000

 
 d)   Aggregated information                                       N/A - single transaction

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      1 March 2022
 f)   Place of the transaction                                     Outside a Trading Venue

 

d)

Aggregated information

- Aggregated volume

- Price

N/A - single transaction

e)

Date of the transaction

1 March 2022

f)

Place of the transaction

Outside a Trading Venue

 

 

 

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