Mission Group PLC (The) Growth Share Scheme (2303D)
28 Junio 2021 - 01:00AM
UK Regulatory
TIDMTMG
RNS Number : 2303D
Mission Group PLC (The)
28 June 2021
28 June 2021
The Mission Group plc
("MISSION" "The Company" or "The Group")
Growth Share Scheme
The Mission Group plc ("MISSION", "the Company" or "the Group",
AIM: TMG), the alternative group for ambitious brands , announces
the formation of a new senior management retention and incentive
scheme.
The Growth Share Scheme Arrangement 2 (the "Scheme") has been
designed to further increase cross-selling incentives between the
MISSION agencies and focus on driving the Group forward and
increasing shareholder value. The Scheme has been launched
following the performance condition of the original Growth Share
Scheme Arrangement 1, introduced in February 2017, being met in
June 2019. It has been created to retain and incentivise those key
people who the board believes will be crucial to the MISSION'S
long-term ambitions, and only has value to the participants if the
share price of the Company increases substantially.
The Scheme
Under the Scheme, individuals are invited to subscribe for B
ordinary shares in The Mission Marketing Holdings Limited ("B
Shares"). These B Shares are subscribed for at a nominal value of
0.01p per B Share and will only have a material value if at any
time in the period ending on the date the Company's financial
results for the year ended 31(st) December 2023 are announced, the
closing market value of the Company equals or exceeds 150p per
share for fifteen consecutive days when the AIM market is open for
business ("Vesting Conditions"). If the Vesting Conditions are met,
the individuals will be entitled to require the Company to acquire
their B Shares for an equivalent number of Ordinary Shares of 10p
each in the Capital of the Company ("Ordinary Shares"), for cash
(calculated on the basis of a price per B Share equal to the market
value of an Ordinary Share at that time) or for a combination of
Ordinary Shares and cash, at the Company's discretion. The B Shares
have no value if the Vesting Conditions are not met.
To achieve the Vesting Conditions, the share price of the
Company will need to increase by 106.9% from its current level,
representing an increase in market capitalisation of approximately
GBP70m. Under the Scheme, the B Shares would have an aggregate
value at this level of approximately GBP4.7m and could be exchanged
for 3,100,000 Ordinary Shares. The total potential number of
Ordinary Shares that could be issued under the Scheme and under
other existing option schemes is 3,824,046, representing 4.2% of
the issued share capital.
In total, 3,100,000 B Shares were subscribed for on 25 June 2021
(the "Award") by a limited number of board members and non-PDMR
senior managers. The subscription details for board members of
MISSION are detailed below.
Name Position B Shares
Dylan Bogg Executive Director 72,727
James Clifton Group Chief Executive 240,000
Julian Hanson-Smith Non-Executive Director 100,000
Group Chief Financial
Giles Lee Officer 240,000
Sue Mullen Executive Director 142,857
Andy Nash Non-Executive Director 72,727
Fiona Shepherd Executive Director 240,000
* The Vesting Conditions require the closing market value of the
Company to equal or exceed 150p per share for fifteen consecutive
days when the AIM market is open for business at any time prior to
the date on which the Company's financial results for the year
ended 31(st) December 2023 are announced.
Enquiries:
James Clifton, Chief Executive
G iles Lee , Chief Financial Officer
The MISSION Group plc 020 7462 1415
Mark Percy / James Thomas / Sarah Mather (Corporate
Advisory)
Shore Capital (Nomad and Broker) 020 7408 4090
Kate Hoare / Laura Stewart 0204 529 0549
HOUSTON (Financial PR and Investor Relations)
MISSION is a collective of Creative and MarTech Agencies led by
entrepreneurs who encourage an independent spirit. Employing 1,000
people across 27 locations and 3 continents, the Group successfully
combines its diverse expertise to bring about commercially
effective solutions for some of the world's biggest Clients.
www.themission.co.uk
Details of the person discharging managerial responsibilities /
person closely associated
a) Name Dylan Bogg
James Clifton
Julian Hanson-Smith
Giles Lee
Sue Mullen
Andy Nash
Fiona Shepherd
2 Reason for the notification
------------------------------------------------------------------------------
a) Position/status Dylan Bogg Executive Director
James Clifton Group Chief Executive
Julian Hanson-Smith Non-Executive Director
Giles Lee Chief Financial Officer
Sue Mullen Executive Director
Andy Nash Non-Executive Director
Fiona Shepherd Executive Director
--------------------------- -------------------------------------------------
b) Initial notification 28 June 2021
/Amendment
--------------------------- -------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
------------------------------------------------------------------------------
a) Name The Mission Group plc
--------------------------- -------------------------------------------------
b) LEI 213800L567CF3Z6GPZ03
--------------------------- -------------------------------------------------
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, B ordinary shares in The Mission Marketing
type of instrument Holdings Limited, exchangeable into
ordinary shares of 10p each the capital
Identification code of the Company upon the satisfaction
of performance criteria
GB00B11FD453
--------------------------- -------------------------------------------------
b) Nature of the transaction Award of Growth Shares
--------------------------- -------------------------------------------------
c) Price(s) and volume(s) Price Volume
Dylan Bogg 0.01p 72,727
----- --------
James Clifton 0.01p 240,000
----- --------
Julian Hanson-Smith 0.01p 100,000
----- --------
Giles Lee 0.01p 240,000
----- --------
Sue Mullen 0.01p 142,857
----- --------
Andy Nash 0.01p 72,727
----- --------
Fiona Shepherd 0.01p 240,000
----- --------
--------------------------- -------------------------------------------------
Aggregated information
- Aggregated volume 1,108,311
d) - Price 0.01p
--------------------------- -------------------------------------------------
e) Date of the transaction 2 5 June 2021
--------------------------- -------------------------------------------------
f) Place of the transaction Off Market
--------------------------- -------------------------------------------------
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END
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