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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June 28, 2021 02:00 ET (06:00 GMT)

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