Napster Group PLC EBT Subscription, Director/PDMR Shareholding (5001U)
December 03 2021 - 1:00AM
UK Regulatory
TIDMNAPS
RNS Number : 5001U
Napster Group PLC
03 December 2021
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014, as it
forms part of domestic law by virtue of the European Union
(Withdrawal) Act 2018.
Napster Group PLC
("NAPS" or the "Group")
Employee Benefit Trust Subscription
Napster Group PLC (AIM:NAPS), a leading music company and
operator of the MelodyVR and Napster platforms, announces that the
Group's Employee Benefit Trust ("EBT") has subscribed for
248,000,000 new ordinary shares of 1p each in the capital of the
Group ("Ordinary Shares" and the "EBT Shares") at par value (the
"EBT Subscription"). The EBT Subscription will be used to effect
the Companies joint share ownership plan ("JSOP") as previously
announced on 23 March 2020 which was implemented to incentivise and
retain key members of the executive management team.
Terms of the JSOP
Pursuant to the JSOP, certain Directors and other members of the
executive team have been granted options over the EBT Shares each
with an exercise price of GBP0.0275 (the "JSOP Options") subject to
certain share price hurdles and other performance targets which if
achieved would reduce the exercise price payable and accelerate the
vesting period. In the event that certain performance targets are
met, the minimum exercise price payable is nil. The JSOP Options
have performance criteria relating to share price performance and
other strategic corporate objectives and vest (subject to the share
price hurdles referred to above) in equal tranches over 3
years.
The table below details the number of JSOP Options each Director
or Member of the Executive Team has received:
Name Position Number of JSOP
Options
Anthony Matchett Chief Executive Officer 100,000,000
---------------------------- ---------------
Steven Hancock Chief Relationship Officer 64,000,000
---------------------------- ---------------
Simon Cole Non-Executive Chairman 11,000,000
---------------------------- ---------------
Russell Backhouse Head of Corporate Finance 56,000,000
---------------------------- ---------------
Joe Clark Chief Operating Officer 17,000,000
---------------------------- ---------------
Application has been made to the London Stock Exchange for the
248,000,000 new Ordinary Shares to be admitted to trading on AIM
("Admission") and it is expected that Admission will become
effective and trading will commence at 8.00 a.m. on 9 December
2021. The new Ordinary Shares will rank pari passu in all respects
with all existing Ordinary Shares in the Group.
Simon Cole, Non-Executive Chairman, commented:
"It is only appropriate that we seek to properly incentivise our
management team in advance of both the launch of our new music
platform and the strategy to secure a listing in the US. This step
aligns management's interests with those of our shareholders and
ensures appropriate focus on the creation of long-term equity
value".
For further information please contact:
Napster Group PLC email@napster.group
Anthony Matchett, Group CEO
finnCap Ltd ( Nominated Adviser and Broker) Tel: +44 (0) 20 7220
Corporate Finance: Marc Milmo, James Thompson, 0500
Milesh Hindocha
ECM: Tim Redfern, Sunila de Silva
Equitory (Investor Relations) napster@equitory.com
Clara Melia/Geoff Callow
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Anthony Matchett
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 Napster Group PLC
b) LEI 213800B2AKGQC3D2R751
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 Options over Ordinary Shares
instrument, type of instrument of 1p each
Identification code GB00BD2YHN21
b) Nature of the transaction Grant of JSOP Options
c) Price(s) and volume(s) Exercise Price(s) Volume(s)
between nil
to 2.75p 100,000,000
d) Aggregated information: 100,000,000 JSOP Options granted
-- Aggregated volume each with an exercise price of
-- Price between nil and 2.75p depending
on performance criteria
e) Date of the transaction 2 December 2021
f) Place of the transaction Outside a trading venue
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Steven Hancock
2. Reason for the Notification
a) Position/status Chief Relationship Officer
b) Initial notification/Amendment Initial notification
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name Napster Group PLC
b) LEI 213800B2AKGQC3D2R751
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 Options over Ordinary Shares
instrument, type of instrument of 1p each
Identification code GB00BD2YHN21
b) Nature of the transaction Grant of JSOP Options
c) Price(s) and volume(s) Exercise Price(s) Volume(s)
Between nil
to 2.75p 64,000,000
d) Aggregated information: 64,000,000 JSOP Options granted
-- Aggregated volume each with an exercise price
-- Price of between nil and 2.75p depending
on performance criteria
e) Date of the transaction 2 December 2021
f) Place of the transaction Outside a trading venue
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Simon Cole
2. Reason for the Notification
a) Position/status Non-Executive Chairman
b) Initial notification/Amendment Initial notification
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name Napster Group PLC
b) LEI 213800B2AKGQC3D2R751
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 Options over Ordinary Shares
instrument, type of instrument of 1p each
Identification code GB00BD2YHN21
b) Nature of the transaction Grant of JSOP Options
c) Price(s) and volume(s) Exercise Price(s) Volume(s)
Between nil
and 2.75p 11,000,000
d) Aggregated information: 11,000,000 JSOP Options granted
-- Aggregated volume each with an exercise price of
-- Price between nil and 2.75p depending
on performance criteria
e) Date of the transaction 2 December 2021
f) Place of the transaction Outside a trading venue
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Russell Backhouse
2. Reason for the Notification
a) Position/status Head of Corporate Finance
b) Initial notification/Amendment Initial notification
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name Napster Group PLC
b) LEI 213800B2AKGQC3D2R751
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 Options over Ordinary Shares
instrument, type of instrument of 1p each
Identification code GB00BD2YHN21
b) Nature of the transaction Grant of JSOP Options
c) Price(s) and volume(s) Exercise Price(s) Volume(s)
Between nil
and 2.75p 56,000,000
d) Aggregated information: 56,000,000 JSOP Options granted
-- Aggregated volume each with an exercise price of
-- Price between nil and 2.75p depending
on performance criteria
e) Date of the transaction 2 December 2021
f) Place of the transaction Outside a trading venue
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Joe Clark
2. Reason for the Notification
a) Position/status Chief Operating Officer
b) Initial notification/Amendment Initial notification
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name Napster Group PLC
b) LEI 213800B2AKGQC3D2R751
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 Options over Ordinary Shares
instrument, type of instrument of 1p each
Identification code GB00BD2YHN21
b) Nature of the transaction Grant of JSOP Options
c) Price(s) and volume(s) Exercise Price(s) Volume(s)
Between nil
and 2.75p 17,000,000
d) Aggregated information: 17,000,000 JSOP Options granted
-- Aggregated volume each with an exercise price of
-- Price between nil and 2.75p depending
on performance criteria
e) Date of the transaction 2 December 2021
f) Place of the transaction Outside a trading venue
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END
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