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RNS Number : 8961K Westminster Group PLC 02 June 2025
02 June 2025
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE
MARKET ABUSE REGULATION NO. 596/2014 ("MAR") WHICH IS PART OF UK LAW BY VIRTUE
OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE PUBLICATION
OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE
PUBLIC DOMAIN
Westminster Group Plc
('Westminster', the 'Group' or the 'Company')
Gabon Contract Update - Commencement of Services
and Grant of share options under the 2017 Share Option Scheme
Westminster Group Plc (AIM: WSG), a leading supplier of managed services and
technology-based security solutions worldwide, is pleased to provide an update
on its recently announced multi-million £ contract regarding the provision of
airport security services at 4 Airports in the Gabonese Republic (Gabon).
The Company announced on 4 March 2025 that it had signed a 15+ year contract
with the Gabonese Ministry of Transport to provide comprehensive ground
security operations at three international airports and one domestic airport
within Gabon.
The contract included a 90-day transition period to allow for operational
planning and deployment processes which have been completed, and formal
operations have now commenced.
Under the contract, Westminster will provide the investment and expertise
required to upgrade security at the airports. This not only includes the
provision of advanced detection, surveillance, and screening equipment, but
also the maintenance, training and various support services required to ensure
airport security at these four airports is run to the highest international
standards. Thereby assisting the authorities develop and maintain world-class
airport security services, opening up the potential for growth in air traffic
by attracting new international carriers and commercial enterprises to the
region.
The contract is based on Westminster's managed services model successfully
deployed elsewhere in Africa. Revenues will be driven by embarking passenger
numbers using the airports and funded by a per passenger fee, denominated in
USD, collected through the ticketing system and payable directly to
Westminster by the airlines or a suitable collection agency such as the
International Air Transport Association ('IATA'). Based on current embarking
passenger levels the contract is expected to generate revenues of circa
US$5.5m in the first 12 months of operation.
Commenting on the development, Westminster's Chief Executive Officer, Peter
Fowler, said:
"I am pleased all the required transition services were completed and that
formal operations regarding this important new contract have now commenced on
time, which is a testament to the hard work and professionalism of the
Westminster team deployed on site.
"This latest long-term managed services security contract in Francophone
Africa adds four more airports, Libreville, Franceville, Port-Gentil &
Oyem, to our growing portfolio of airport operations around the world and I
look forward to Westminster having a long-term presence in Gabon and in
playing our part in the successful growth and security of the country's
airports."
Grant of Share Options:
The Company also announces it has granted a total of 13,700,000 share options
over ordinary shares of 0.1p each ("Ordinary Shares") in the Company with an
exercise price of 2.05p pence per Ordinary Share (being the closing middle
market price of an Ordinary Share on 30 May 2025). The new share options have
been awarded under the Company's 2017 Share Option Scheme to the Directors
listed below, plus key employees (together, the "Share Options").
Each award (regardless of whether it was granted as an Enterprise Management
Incentive (EMI) award or a non-tax advantaged 'unapproved' award) will, save
for a change of control in the Company, ordinarily become exercisable on the
first anniversary of grant, subject to satisfaction of the vesting conditions
and the grantee's continued service with the Company, and will be exercisable
at any point up until the tenth anniversary of the date of grant.
Vesting is subject to the Company's share price being at 3.075p or above at
close of business on any 5 consecutive trading days after the date of grant,
which represents a 50% increase over the exercise price. No consideration was
paid by the option holders in respect of the grant of their awards.
The Company has not awarded any standard annual grant of options to Directors,
PDMRs or employees since January 2023.
The Share Options have been granted to Directors (and persons closely
associated with them) of the Company as follows:
Name Position Type of option award No of Share Options awarded Exercise Price Date of vesting
Sir Tony Baldry Chairman Unapproved 750,000 2.05p 02 June 2026
Peter Fowler & Spouse CEO EMI - Tax approved 3,700,000 2.05p 02 June 2026
Mark Hughes CFO EMI - Tax approved 1,500,000 2.05p 02 June 2026
Stuart Fowler & Spouse Group Operations Director EMI - Tax approved 1,700,000 2.05p 02 June 2026
Simon Barrell Non-executive director Unapproved 250,000 2.05p 02 June 2026
Jing Zhou Non-executive director Unapproved 250,000 2.05p 02 June 2026
The remaining 5,550,000 Share Options have been granted to 34 key employees.
Share Options in issue
Following the grant of the Share Options and lapsed options from leavers etc.,
there is a total of 30,315,000 director and employee share options
outstanding, representing approximately 6.72% of the current issued share
capital of the Company.
The notification below, made in accordance with the requirements of the 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) Names Sir Tony Baldry, Non-Executive Chairman
Peter Fowler, Chief Executive Officer
Patricia Fowler, Spouse of Peter Fowler
Mark Hughes, Chief Financial Officer
Stuart Fowler, Operations Director
Heidi Fowler, Spouse of Stuart Fowler
Simon Barrell, Director
Jing Zhou, Director
2. Reason for the Notification
a) Position/status See 1(a) above for positions - all classified as PDMRs of the Company
b) Initial notification/ Amendment Initial Notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Westminster Group Plc
b) LEI 213800LU5SW6Q8RDVQ64
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
Identification code GB00B1XLC220
b) Nature of the transaction Grant of Options
c) Price(s) and volume(s) Price: n/a
Volumes:
Sir Tony Baldry, 750,000 Options
Peter Fowler & Spouse, 3,700,000 Options
Mark Hughes, 1,500,000 Options
Stuart Fowler & Spouse, 1,700,000 Options
Simon Barrell, 250,000 Options
Jing Zhou, 250,000 Options
d) Aggregated information:
· Aggregated volume
· Price
Volume: 8,150,000
Price: n/a
e) Date of the transaction
02 June 2025
f) Place of the transaction
Outside a trading venue
For further information please contact:
Westminster Group Plc Media enquiries via Walbrook PR
Rt. Hon. Sir Tony Baldry - Chairman
Peter Fowler - Chief Executive Officer
Mark Hughes - Chief Financial Officer
Strand Hanson Limited (Financial & Nominated Adviser and Broker)
James Harris 020 7409 3494
Ritchie Balmer
Richard Johnson
Walbrook (Investor Relations)
Tom Cooper 020 7933 8780
Nick Rome Westminster@walbrookpr.com (mailto:Westminster@walbrookpr.com)
Notes:
Westminster Group plc is a specialist security and services group operating
worldwide via an extensive international network of agents and offices in over
50 countries.
Westminster's principal activity is the design, supply and ongoing support of
advanced technology security solutions, encompassing a wide range of
surveillance, detection (including Fever Detection), tracking and interception
technologies and the provision of long-term managed services contracts such as
the management and running of complete security services and solutions in
airports, ports and other such facilities together with the provision of
manpower, consultancy and training services. The majority of its customer
base, by value, comprises governments and government agencies,
non-governmental organisations (NGO's) and blue-chip commercial organisations.
The Westminster Group Foundation is part of the Group's Corporate Social
Responsibility activities. www.wg-foundation.org
(http://www.wg-foundation.org)
The Foundation's goal is to support the communities in which the Group
operates by working with local partners and other established charities to
provide goods or services for the relief of poverty and the advancement of
education and healthcare particularly in the developing world.
The Westminster Group Foundation is a Charitable Incorporated Organisation,
CIO, registered with the Charities Commission number 1158653.
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