PHSC Plc Transaction in Own Shares
03 Junio 2021 - 1:00AM
UK Regulatory
TIDMPHSC
3 June 2021
PHSC PLC
("PHSC" or the "Company")
Transaction in Own Shares
PHSC (AIM: PHSC), a leading provider of health, safety, hygiene and
environmental consultancy services and security solutions to the public and
private sectors, announces that it yesterday made the following purchases of
ordinary shares of 10p each ("Ordinary Shares") pursuant to its share buyback
programme announced on 13 May 2021 (the "Buyback Programme"):
Date of purchases: 2 June 2021
Number of Ordinary Shares purchased (the 450,318
"Buyback Shares"):
Highest price paid per Ordinary Share: 20.00p
Lowest price paid per Ordinary Share: 19.77p
Volume weighted average price: 19.93p
The Company will hold the Buyback Shares in treasury. Following the repurchase
of the Buyback Shares set out above, the Company's issued share capital
consists of 13,776,621 Ordinary Shares (excluding treasury shares), and the
Company will hold 900,636 Ordinary Shares in treasury with no voting rights
attached. Therefore, the total voting rights in the Company will be 13,776,621.
This figure for the total number of voting rights may be used by shareholders
as the denominator for the calculations by which they will determine if they
are required to notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency Rules.
Directors' Dealings and Concert Party's Holding
As announced on 13 May 2021, the Board notes that certain of the Company's
directors, namely Stephen King (Chairman and CEO) and Nicola Coote (Deputy
Chairman and Deputy CEO) (the "Concert Party Directors"), co-founders and
longstanding executive directors of the Company, are deemed, along with their
respective spouses and close relatives, to be members of a concert party in
respect of the Company as defined in the City Code on Takeovers and Mergers
(the "City Code") (the "Concert Party").
Accordingly, the Concert Party Directors agreed, prior to any share purchases
occurring pursuant to the Buyback Programme, to enter into irrevocable
undertakings in respect of the Buyback Programme (the "Irrevocables"). Pursuant
to the terms of the Irrevocables, the Concert Party Directors have irrevocably
and unconditionally agreed to sell (in the case of Stephen King, via his SIPP
provider, the entity which holds the majority of his interest in the Ordinary
Shares) to the Company such number of Ordinary Shares as is required to ensure
that the existing aggregate percentage holding of the Concert Party does not
increase at any time as a result of the implementation of the Buyback
Programme.
Pursuant to the Irrevocables, the Buyback Shares above therefore include
Ordinary Shares acquired by the Company from Stephen King and Nicola Coote, as
detailed below along with their resulting interests:
Shareholder(s) Ordinary Shares sold Resulting holding of Resulting percentage
to the Company on 2 Ordinary Shares interest in the
June 2021 (including spouse's Ordinary Shares
holding) (including spouse's
holding)
Stephen King 100,875 2,988,250 21.69
Nicola Coote 99,443 2,945,456 21.38
Other Concert Party - 50,000 0.36
members
Concert Party 5,983,706 43.43
The Company will make further announcements in due course following the
completion of any further purchases pursuant to the Buyback Programme.
For further information please contact:
PHSC plc
Stephen King
Tel: 01622 717 700
Stephen.king@phsc.co.uk
www.phsc.plc.uk
Strand Hanson Limited (Nominated Adviser) Tel: 020 7409 3494
James Bellman / Matthew Chandler
Novum Securities Limited (Broker) Tel: 020 7399
9427
Colin Rowbury
About PHSC
PHSC, through its trading subsidiaries, Personnel Health & Safety Consultants
Ltd, RSA Environmental Health Ltd, QCS International Ltd, Inspection Services
(UK) Ltd and Quality Leisure Management Ltd, provides a range of health,
safety, hygiene, environmental and quality systems consultancy and training
services to organisations across the UK. In addition, B2BSG Solutions Ltd
offers innovative security solutions including tagging, labelling and CCTV.
PDMR Forms:
1. Details of the person discharging managerial responsibilities/person closely
associated
a) Name: Stephen King
2. Reason for the notification
a) Position/status: Director
b) Initial notification/Amendment: Initial notification
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name: PHSC plc
b) LEI: 213800H1B3AR1XRE2674
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, Ordinary shares of 10p each
type of instrument:
b) Identification code: GB0033113456
Nature of the transaction: Sale of ordinary shares to Company
pursuant to Buyback Programme
c) Price(s) and volume(s): Price(s) Volume(s)
19.914p 100,875
d) Aggregated information:
n/a (single transaction)
e) Date of the transaction: 2 June 2021
f) Place of the transaction: London Stock Exchange, AIM Market
(XLON)
1. Details of the person discharging managerial responsibilities/person closely
associated
a) Name: Nicola Coote
2. Reason for the notification
a) Position/status: Director
b) Initial notification/Amendment: Initial notification
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name: PHSC plc
b) LEI: 213800H1B3AR1XRE2674
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, Ordinary shares of 10p each
type of instrument:
b) Identification code: GB0033113456
Nature of the transaction: Sale of ordinary shares to Company
pursuant to Buyback Programme
c) Price(s) and volume(s): Price(s) Volume(s)
19.914p 99,443
d) Aggregated information:
n/a (single transaction)
e) Date of the transaction: 2 June 2021
f) Place of the transaction: Outside a trading venue
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018.
END
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