Source - LSE Regulatory
RNS Number : 9817I
Joules Group plc
07 April 2020
 

 

Joules Group plc

 

("Joules" or the "Company")

 

Director/PDMR Share Dealings

 

Participation in Placing

 

As announced on 3 April 2020, the following Directors subscribed for the following amount of ordinary shares of 1p each in the capital of the Company ("Ordinary Shares") as part of the placing (the "Placing") (the "Placing Shares").

 

Directors' participation in the Placing

 



Resultant holding

Director

Number of Placing Shares

Number of Ordinary Shares

% Enlarged Issued Share Capital

Tom Joule

1,250,000

29,498,433*

27.28%

Nick Jones

93,750

93,750

0.09%

Marc Dench

25,000

281,398

0.26%

Ian Filby

50,000

50,000

0.05%

Jill Little

12,500

38,125

0.04%

David Stead

37,500

68,750

0.06%

Total

1,468,750

30,030,456

27.77%

*This figure includes nine million Ordinary Shares transferred by Tom Joule on 1 February 2019 to five discretionary trusts (the "Trusts"). Tom Joule is one of the trustees of each of the Trusts, and the holder of trust protectorship rights over the Trusts, which gives him effective voting control of the shares held by the Trusts.

 

Grant of Options

 

As part of measures to conserve cash within the Company, certain executive directors and senior management have waived a portion of their salary for a period of time in exchange for a grant of options over Ordinary Shares. The value of the options granted is commensurate with the value of the salaries waived. These options will vest in two tranches, with 50% vesting on 30 September 2020 and the remainder vesting on 30 April 2021.

 

Director awards

 

Name

Role

Number of options granted

Nick Jones

CEO

65,625

Marc Dench

CFO

42,234

 

Grant of Options to Nick Jones

 

As disclosed in the Company's Annual Report for the year to May 2019, on the appointment of Nick Jones as CEO in May 2019, it was agreed that he would be granted options over Ordinary Shares to the value of £170,599 as compensation for share awards which would have vested had he remained with his former employer. These options were to be granted on or before 31 March 2020. Given the timing of the Placing, and in agreement with Nick Jones, the grant of the options was delayed until after the announcement of the Placing.

 

In line with this agreement, the Company announces that it has granted 128,618 options in the form of a conditional award as set out below.

 

The options are subject to a three-year holding period commencing from 2 September 2019 when Nick Jones joined the Company, and will be subject to clawback if Nick Jones leaves the Company (or notice is served) within this three year period, with the proportion that may be clawed back reducing from 100% to 0% over that three year period.

 

 

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.

 

Participation in the Placing

 

1.   Details of the person discharging managerial responsibilities/person closely associated

 

a)   Name

 

1.

Tom Joule

2.

Nick Jones

3.

Marc Dench

4.

Ian Filby

5.

David Stead

6.

Jill Little

2.   Reason for the notification

 

a)   Position/status

 

1.

Chief Brand Officer

2.

Chief Executive Officer

3.

Chief Financial Officer

4.

Non-Executive Chairman

5.

Non-Executive Director

6.

Non-Executive Director

b)   Initial notification / Amendment

Initial notification

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

a)   Name

Joules Group plc

b)   LEI

213800BNGLSIPD111Y68

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 1p each in the capital of Joules Group plc

b)   Identification code

ISIN GB00BZ059357

c)   Nature of the transaction

Purchase of shares

d)   Price(s) and volume(s)

 

 

Name

Price(s)

Volume(s)

1.

Tom Joule

80p

1,250,000

2.

Nick Jones

80p

93,750

3.

Marc Dench

80p

25,000

4.

Ian Filby

80p

50,000

5.

David Stead

80p

37,500

6.

Jill Little

80p

12,500

e)   Aggregated information:

i. Aggregated volume

ii. price

n/a (single transaction for each individual)

f)    Date of the transaction

03 April 2020

g)   Place of the transaction

 

London Stock Exchange, AIM

 

Grant of Options

 

1.   Details of the person discharging managerial responsibilities/person closely associated

 

a)   Name

 

1.

Nick Jones

2.

Marc Dench

2.   Reason for the notification

 

a)   Position/status

1.

Chief Executive Officer

2.

Chief Financial Officer

b)   Initial notification / Amendment

Initial notification

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

a)   Name

Joules Group plc

b)   LEI

213800BNGLSIPD111Y68

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 1p each in the capital of Joules Group plc

b)   Identification code

ISIN GB00BZ059357

c)   Nature of the transaction

Grant of options

d)   Price(s) and volume(s)

 

 

Name

Exercise price

Volume

1.

Nick Jones

1p

65,625

2.

Marc Dench

1p

42,234

e)   Aggregated information:

i. Aggregated volume

ii. price

n/a (single transaction for each individual)

f)    Date of the transaction

6 April 2020

g)   Place of the transaction

 

Outside a trading venue

 

Grant of Options to Nick Jones

 

1.   Details of the person discharging managerial responsibilities/person closely associated

 

a)   Name

Nick Jones

2.   Reason for the notification

 

a)   Position/status

Chief Executive Officer

b)   Initial notification / Amendment

Initial notification

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

a)   Name

Joules Group plc

b)   LEI

213800BNGLSIPD111Y68

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 1p each in the capital of Joules Group plc

b)   Identification code

ISIN GB00BZ059357

c)   Nature of the transaction

Grant of options

d)   Price(s) and volume(s)

Exercise price

Volume(s)

Nil

128,618

e)   Aggregated information:

i. Aggregated volume

ii. price

n/a (single transaction)

f)    Date of the transaction

6 April 2020

g)   Place of the transaction

 

Outside a trading venue

 


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