Anpario plc
("Anpario", the "Group" or the "Company")
Award of Options
and
Director/PDMR Shareholding
Anpario (AIM:ANP), the independent manufacturer
of natural sustainable animal feed additives for health, nutrition
and biosecurity, announces that, on 2 February 2024, it granted
awards under the Company Share Option Plan ("CSOP") and the Joint
Share Ownership Plan ("JSOP") over ordinary shares of 23p each in
the Company ("Ordinary Shares").
CSOP
Options
Awards have been granted under the CSOP scheme
over a total of 148,569 Ordinary Shares to participating Executive
Directors, as well as members of the Executive Management team and
other key management. The exercise price of the CSOP options is
262.5 pence each, being the mid-market closing price per Ordinary
Share on 1 February 2024 ("Closing Price"). The award will become
vested upon the individual remaining with the Company for a minimum
period of 3 years, there are no performance conditions.
As part of the CSOP option grant, awards were
made to the following directors:
|
Director
|
CSOP Options over
Ordinary Shares
|
|
Richard Edwards, Chief Executive
Officer
|
22,857
|
|
Marc Wilson, Group Finance Director
|
22,857
|
JSOP
Award
In addition, on 2 February 2022, the Company
allotted a total of 250,000 new Ordinary Shares to Marc Wilson,
Group Finance Director pursuant to The Anpario plc Employees' JSOP
(the "Plan"). The Ordinary Shares have been issued at a
subscription price of 262.5 pence each, being the Closing
Price.
The Ordinary Shares have been issued into the
respective joint beneficial ownership of (i) Mr. Wilson and (ii)
the trustee of the Trust upon and subject to the terms of joint
ownership agreements ("JOAs") respectively entered into between Mr.
Wilson, the Company and the Trustee. The subscription price has
been paid by the Trust out of funds advanced to it by the
Company.
The terms of the JOAs provide, inter alia, that
if jointly owned Ordinary Shares become vested and are sold, the
proceeds of sale will be divided between the joint owners so that
Mr. Wilson receives an amount equal to any growth in the market
value of the jointly owned Ordinary Shares above the initial market
value of 262.5 pence per share, less a "carrying cost" (equivalent
to simple interest at 4.5 per cent per annum on the initial market
value) and the Trust receives the initial market value of the
jointly owned shares plus the carrying cost. Jointly owned Ordinary
Shares will become vested if the Mr. Wilson remains with the
Company for a minimum period of 3 years, there are no performance
conditions.
Effect of the
transactions
Under the Company's long-term incentive plans
the rights of the participating Directors in the above transactions
to acquire Ordinary Shares before and after the above transactions
are:
|
Director
|
Award plan
|
Exercise price
(pence per share)
|
Interests prior
to
the transactions
|
New interests
granted
|
Interests
following
the transactions
|
|
Richard Edwards
|
EMI
|
290.00
|
42,400
|
-
|
42,400
|
|
|
JSOP1
|
329.15
|
609,781
|
-
|
609,781
|
|
|
JSOP1
|
278.08
|
740,219
|
-
|
740,219
|
|
|
SAYE
|
322.72
|
5,577
|
-
|
5,577
|
|
|
CSOP
|
262.50
|
-
|
22,857
|
22,857
|
|
Marc Wilson
|
JSOP1
|
374.55
|
20,000
|
-
|
20,000
|
|
|
SAYE
|
322.72
|
5,577
|
-
|
5,577
|
|
|
JSOP1
|
703.70
|
50,000
|
-
|
50,000
|
|
|
JSOP1
|
618.58
|
300,000
|
-
|
300,000
|
|
|
PSP2
|
nil
|
26,168
|
-
|
26,168
|
|
|
JSOP1
|
297.94
|
-
|
250,000
|
250,000
|
|
|
CSOP
|
262.50
|
-
|
22,857
|
22,857
|
1 The exercise price also includes a carrying
cost equivalent to simple interest at 4.5% per annum on the option
price for three years.
2 Vesting is conditional, this number
represents the maximum potential award, subject to the achievement
of financial and ESG targets.
Dilution Limit
Policy
As previously announced by the Company on 7 June
2023, the Company adopted a policy on dilution limits, in which
whilst the potential dilution limit (including all share awards
granted under the Company's employee share incentive plans) was
increased to 20 per cent., this potential dilution limit was
expected to reduce by 2026 to 15 per cent. of the ordinary share
capital of the Company viewed over a 10-year rolling period (the
"Dilution Limit Policy").
Following the admission of the 250,000 Ordinary
Shares then the actual potential dilution will be 19.9 per cent on
the basis described above, and as such is in line with the current
Dilution Limit Policy.
Admission
An application has been made to the London Stock
Exchange plc for the admission to trading on AIM of 250,000
Ordinary Shares in respect of these shares awarded under the JSOP.
It is expected that admission of these new Ordinary Shares will
become effective on 8 February 2024 ("Admission"). These new
Ordinary Shares will rank pari
passu in all respects with the existing Ordinary Shares in
issue.
Following Admission, the Company's total issued
share capital is 20,313,131 Ordinary Shares. Therefore, the total
number of voting rights in the Company will be 20,313,131 which may
be used by Shareholders as the denominator in the calculations by
which they may determine if they are required to notify their
interest, or a change to their interest, in the Company under the
FCA's Disclosure Guidance and Transparency Rules.
Enquiries
|
Anpario
plc
|
|
|
Richard Edwards, Chief Executive
Officer
|
+44(0)7776 417 129
|
|
Karen Prior, Corporate Responsibility
Director & Company Secretary
|
+44(0)1909 537 380
|
|
Marc Wilson, Group Finance Director
|
+44(0)1909 537 380
|
|
|
|
|
Shore Capital
|
|
|
(Nominated Adviser and
Broker)
|
+44 (0) 20 7408 4090
|
|
Stephane Auton
|
Corporate Advisory
|
|
David Coaten
|
|
|
Tom Knibbs
|
|
|
Henry Willcocks
|
Corporate Broking
|
The information set out below is provided in
accordance with the requirements of Article 19(3) of the EU Market
Abuse Regulation No 596/2014 (as it forms part of domestic law by
virtue of the European Union (Withdrawal) Act 2018).
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a)
|
Name
|
Richard
Edwards
|
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
|
Anpario plc
|
|
b)
|
LEI
|
213800BZHUIUCH3MCC06
|
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 23
pence each in the Company ("Ordinary Shares")
ISIN
GB00B3NWT178
|
|
b)
|
Nature of the
transaction
|
Grant of CSOP
options
|
|
c)
|
Price(s) and
volume(s)
|
|
Price(s)
|
Volume(s)
|
|
262.5p
|
22,857
|
|
|
d)
|
Aggregated
information
|
|
Price(s)
|
Volume(s)
|
|
262.5p
|
22,857
|
|
|
e)
|
Date of the
transaction
|
2 February
2024
|
|
f)
|
Place of the
transaction
|
Outside a trading
venue
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a)
|
Name
|
Marc Wilson
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Group Finance
Director
|
|
b)
|
Initial
notification/Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance
market participant, auction platform, auctioneer or auction
monitor
|
|
a)
|
Name
|
Anpario plc
|
|
b)
|
LEI
|
213800BZHUIUCH3MCC06
|
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 23
pence each in the Company ("Ordinary Shares")
ISIN
GB00B3NWT178
|
|
b)
|
Nature of the
transaction
|
Grant of CSOP
options
|
|
c)
|
Price(s) and
volume(s)
|
|
Price(s)
|
Volume(s)
|
|
262.5p
|
22,857
|
|
|
d)
|
Aggregated
information
|
|
Price(s)
|
Volume(s)
|
|
262.5p
|
22,857
|
|
|
e)
|
Date of the
transaction
|
2 February
2024
|
|
f)
|
Place of the
transaction
|
Outside a trading
venue
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a)
|
Name
|
Marc Wilson
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Group Finance
Director
|
|
b)
|
Initial
notification/Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance
market participant, auction platform, auctioneer or auction
monitor
|
|
a)
|
Name
|
Anpario plc
|
|
b)
|
LEI
|
213800BZHUIUCH3MCC06
|
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 23
pence each in the Company ("Ordinary Shares")
ISIN
GB00B3NWT178
|
|
b)
|
Nature of the
transaction
|
Issuance of Ordinary
Shares under JSOP
|
|
c)
|
Price(s) and
volume(s)
|
|
Price(s)
|
Volume(s)
|
|
262.5p
|
250,000
|
|
|
d)
|
Aggregated
information
|
|
Price(s)
|
Volume(s)
|
|
262.5p
|
250,000
|
|
|
e)
|
Date of the
transaction
|
2 February
2024
|
|
f)
|
Place of the
transaction
|
London Stock Exchange
(XLON), AIM
|