TIDMIPO

RNS Number : 3145X

IP Group PLC

26 April 2019

 
 FOR RELEASE ON   26 April 2019 
 

IP Group plc - LTIP & DBSP awards; exercise of DBSP options

IP Group plc (LSE: IPO) ("IP Group" or "the Group" or "the Company"), the developer of intellectual property-based businesses, announces the following in connection with its employee share schemes.

Long Term Incentive Plan (the "LTIP")

IP Group made conditional awards of 5,627,936 ordinary shares of two pence each ("Shares") to its executive directors, other persons discharging managerial responsibilities ("PDMRs") and certain other employees under its Long-Term Incentive Plan on 25 April 2019.

The performance measures attaching to the 2019 awards are based on the achievement of targets linked to growth in the Company's "hard" net assets ("Hard NAV") and total shareholder return ("TSR") as described in the Directors' Remuneration Report of the Annual Report and Accounts. The starting point for the TSR target is 94.9p, being the one-month average closing price up to the date of grant. The starting point for the Hard NAV performance measure is the Group's audited Hard NAV at 31 December 2018 of GBP1,217.5m. The number of Shares conditionally awarded was calculated using the closing price on 25 April 2019 of 99.1p.

Assuming satisfaction of the conditions in full, the awards will ordinarily vest on or after 31 March 2022 and will be subject to a minimum two-year post-vesting holding period, after which the Shares will be delivered to the participants.

Conditional awards over 3,306,656 Shares have been made to the executive directors and other PDMRs, as set out in the table below, with awards over a further 2,321,280 to other of the Group's employees.

 
 Executive Director/PDMR       Maximum number of Shares conditionally        Maximum number of conditionally awarded 
                                  awarded in respect of 2019 LTIP            Shares outstanding at the date of this 
                                                                                          announcement 
 Alan Aubrey                                 1,282,038                                      3,033,577 
                           ---------------------------------------------  -------------------------------------------- 
 David Baynes                                 566,094                                       1,339,780 
                           ---------------------------------------------  -------------------------------------------- 
 Mike Townend                                 566,094                                       1,339,780 
                           ---------------------------------------------  -------------------------------------------- 
 Greg Smith                                   566,094                                       1,339,780 
                           ---------------------------------------------  -------------------------------------------- 
 Sam Williams                                 226,437                                        812,968 
                           ---------------------------------------------  -------------------------------------------- 
 Mark Reilly                                   99,899                                        223,198 
                           ---------------------------------------------  -------------------------------------------- 
 

The number of Shares stated is the maximum number that could be issued to each executive director or PDMR upon full satisfaction of the performance conditions attaching to the awards.

As at the date of this announcement, a total of 15,336,437 Shares conditionally awarded to executive directors, other PDMRs and employees of IP Group remain outstanding under the IP Group LTIP and subject to performance conditions. A further 2,425,644 awards remain outstanding to the Group's employees under other long-term incentive schemes including the former Touchstone Innovations plc long-term incentive plans.

Deferred Bonus Share Plan ("DBSP")

IP Group made awards over Ordinary Shares to certain Executive Directors, PDMRs and certain other employees under the Company's DBSP on 25 April 2019. The awards reflect the deferral of fifty per cent. of each person's award above GBP25,000 under the Group's Annual Incentive Scheme ("AIS") in respect of the Group's performance for the financial year ended 31 December 2018. The following table sets out details of the awards made to the Executive Directors and PDMRs:

 
Name of Director/PDMR   Structure of award    Number of Shares awarded under the    Total number of Shares held under 
                                                             DBSP                               the DBSP 
Alan Aubrey             Nil-Cost Option                     22,564                               144,915 
David Baynes            Nil-Cost Option                     10,698                               86,151 
Mike Townend            Nil-Cost Option                     10,698                               86,151 
Greg Smith              Nil-Cost Option                     10,698                               82,807 
Sam Williams            Nil-Cost Option                     14,770                               30,410 
Mark Reilly             Nil-Cost Option                     13,314                               16,820 
 

In addition to the above, awards over a total of 109,364 shares were made to certain other of the Group's employees.

No consideration was paid for the grant of the awards and no consideration is due on the maturity of the awards. Fifty per cent. of the awards will normally be exercisable on 31 March 2020 and fifty per cent. on 31 March 2021, each generally subject to continued employment. The awards shall be exercisable for a maximum of three years from the date of grant.

Exercise of historic DBSP options

Certain of the Group's employees exercised DBSP options over a total of 91,644 Shares on 26 April 2019. IP Group's employee benefit trust satisfied the exercise of these options through the purchase of 91,644 existing Shares at an average price of 99.7p.

Two of the Group's PDMRs, Mark Reilly and Sam Williams, exercised DBSP options at this time. Mark Reilly sold sufficient Shares to meet his tax liabilities, retaining the balance of Shares, while Sam Williams sold all of the Shares resulting from the exercise of his option.

Shares in issue

At the date of this announcement the Company has 1,059,144,595 ordinary shares in issue.

The following information is being disclosed pursuant to the requirements of MAR.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

LTIP awards

 
1   Details of the person discharging managerial responsibilities/person closely associated 
a)  Name                                                      Alan Aubrey 
                                                               Mike Townend 
                                                               Greg Smith 
                                                               David Baynes 
                                                               Sam Williams 
                                                               Mark Reilly 
2   Reason for the notification 
a)  Position/status                                           Director Chief Executive Officer 
                                                               Director Chief Investment Officer 
                                                               Director Chief Financial Officer 
                                                               Director Chief Operating Officer 
                                                               PDMR Managing Partner, Life Sciences 
                                                               PDMR Managing Partner, Technology 
b)  Initial notification /Amendment                           Initial Notification 
3   Details of the issuer, emission allowance market participant, auction platform, auctioneer 
     or auction monitor 
a)  Name                                                      IP Group plc 
b)  Legal Entity Identifier                                   213800HG22UM138WFG43 
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          Ordinary Shares of 2p each in IP Group plc 
    instrument 
    Identification code                                        ISIN: GB00B128J450 
b)  Nature of the transaction                                 Grant of Options under the IP Group plc LTIP 
c)  Currency                                                  GBP 
d)  Price(s) and volume(s)                                    Name(s)        Price(s)   Volume(s) 
                                                               Alan Aubrey    Nil        1,282,038 
                                                               Mike Townend   Nil         566,094 
                                                               Greg Smith     Nil         566,094 
                                                               David Baynes   Nil         566,094 
                                                               Sam Williams   Nil         226,437 
                                                               Mark Reilly    Nil         99,899 
e)  Aggregated information 
     -Aggregated volume                                        Aggregated Number of Shares Granted Under the LTIP to 
     - Price                                                   Directors and PDMRs on 25 April 2019: 
     - Aggregated total                                        3,532,488 
                                                               Price: GBP nil 
f)  Date of the transaction                                   25 April 2019. 
g)  Place of the transaction                                  London Stock Exchange, Main Market 
 

DBSP awards

 
1   Details of the person discharging managerial responsibilities/person closely associated 
a)  Name                                                      Alan Aubrey 
                                                               Mike Townend 
                                                               Greg Smith 
                                                               David Baynes 
                                                               Sam Williams 
                                                               Mark Reilly 
2   Reason for the notification 
a)  Position/status                                           Director Chief Executive Officer 
                                                               Director Chief Investment Officer 
                                                               Director Chief Financial Officer 
                                                               Director Chief Operating Officer 
                                                               PDMR Managing Partner, Life Sciences 
                                                               PDMR Managing Partner, Technology 
b)  Initial notification /Amendment                           Initial Notification 
3   Details of the issuer, emission allowance market participant, auction platform, auctioneer 
     or auction monitor 
a)  Name                                                      IP Group plc 
b)  Legal Entity Identifier                                   213800HG22UM138WFG43 
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          Ordinary Shares of 2p each in IP Group plc 
    instrument 
 
    Identification code                                        ISIN: GB00B128J450 
b)  Nature of the transaction                                 Grant of Options under the IP Group plc DBSP 
c)  Currency                                                  GBP 
d)  Price(s) and volume(s)                                    Name(s)        Price(s)          Volume(s) 
                                                               Alan Aubrey    Nil cost option   22,564 
                                                               Mike Townend   Nil cost option   10,698 
                                                               Greg Smith     Nil cost option   10,698 
                                                               David Baynes   Nil cost option   10,698 
                                                               Sam Williams   Nil cost option   14,770 
                                                               Mark Reilly    Nil cost option   13,314 
e)  Aggregated information 
     -Aggregated volume                                        Aggregated Number of Shares Granted Under the DBSP to 
     - Price                                                   Directors and PDMRs on 25 April 2019: 
     - Aggregated total                                        82,742 
                                                               Price: GBP nil 
f)  Date of the transaction 
g)  Place of the transaction                                  London Stock Exchange, Main Market 
 

DBSP exercise

 
1   Details of the person discharging managerial responsibilities/person closely associated 
a)  Name                                       Mark Reilly 
2   Reason for the notification 
a)  Position/status                            PDMR Managing Partner, Technology 
b)  Initial notification /Amendment            Initial Notification 
3   Details of the issuer, emission allowance market participant, auction platform, auctioneer 
     or auction monitor 
a)  Name                                       IP Group plc 
b)  Legal Entity Identifier                    213800HG22UM138WFG43 
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               Ordinary Shares of 2p each in IP Group 
     instrument, type of instrument             plc 
     Identification code 
                                                ISIN: GB00B128J450 
b)  Nature of the transaction                  Exercise of options in connection with 
                                                the 2018 DBSP Awards 
c)  Currency                                   GBP 
d)  Price(s) and volume(s)                     Name(s)      Price(s)         Volume(s) 
                                                Mark Reilly  Nil cost option 
e)  Aggregated information 
     -Aggregated volume                          3,506 
 
     - Price                                     99.7p 
 
     - Aggregated total                          GBP3,495.48 
f)  Date of the transaction                    26 April 2019 
g)  Place of the transaction                   London Stock Exchange, Main Market 
 
 
2   Details of the person discharging managerial responsibilities/person closely associated 
a)  Name                                                      Sam Williams 
2   Reason for the notification 
a)  Position/status                                           PDMR Managing Partner, Life Sciences 
b)  Initial notification /Amendment                           Initial Notification 
3   Details of the issuer, emission allowance market participant, auction platform, auctioneer 
     or auction monitor 
a)  Name                                                      IP Group plc 
b)  Legal Entity Identifier                                   213800HG22UM138WFG43 
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          Ordinary Shares of 2p each in IP Group plc 
    instrument 
    Identification code                                        ISIN: GB00B128J450 
b)  Nature of the transaction                                 Exercise of options in connection with the 2016 and 2018 
                                                              DBSP Awards 
c)  Currency                                                  GBP 
d)  Price(s) and volume(s)                                    Name(s)       Price(s)         Volume(s) 
                                                               Sam Williams  Nil cost option 
e)  Aggregated information 
     -Aggregated volume                                        31,280 
     - Price                                                    99.7p 
     - Aggregated total                                         GBP31,186.16 
f)  Date of the transaction                                   26 April 2019 
g)  Place of the transaction                                  London Stock Exchange, Main Market 
1   Details of the person discharging managerial responsibilities/person closely associated 
a)  Name                                                      Mark Reilly 
2   Reason for the notification 
a)  Position/status                                           PDMR Managing Partner, Technology 
b)  Initial notification /Amendment                           Initial Notification 
3   Details of the issuer, emission allowance market participant, auction platform, auctioneer 
     or auction monitor 
a)  Name                                                      IP Group plc 
b)  Legal Entity Identifier                                   213800HG22UM138WFG43 
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          Ordinary Shares of 2p each in IP Group plc 
    instrument 
    Identification code                                        ISIN: GB00B128J450 
b)  Nature of the transaction                                 Sale 
c)  Currency                                                  GBP 
d)  Price(s) and volume(s)                                    Name(s)       Price(s)  Volume(s) 
                                                               Mark Reilly   99.7p     1,746 
e)  Aggregated information 
     -Aggregated volume                                         1,746 shares 
     - Price                                                    99.7p 
     - Aggregated total                                         GBP1,740.76 
f)  Date of the transaction                                   26 April 2019 
g)  Place of the transaction                                  London Stock Exchange, Main Market 
1   Details of the person discharging managerial responsibilities/person closely associated 
a)  Name                                                      Sam Williams 
2   Reason for the notification 
a)  Position/status                                           PDMR Managing Partner, Life Sciences 
b)  Initial notification /Amendment                           Initial Notification 
3   Details of the issuer, emission allowance market participant, auction platform, auctioneer 
     or auction monitor 
a)  Name                                                      IP Group plc 
b)  Legal Entity Identifier                                   213800HG22UM138WFG43 
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          Ordinary Shares of 2p each in IP Group plc 
    instrument 
    Identification code                                        ISIN: GB00B128J450 
b)  Nature of the transaction                                 Sale 
c)  Currency                                                  GBP 
d)  Price(s) and volume(s)                                    Name(s)        Price(s)  Volume(s) 
                                                               Sam Williams   99.7p     31,280 
e)  Aggregated information 
     -Aggregated volume                                        31280 
     - Price                                                    99.7p 
     - Aggregated total                                         GBP31,186.16 
f)  Date of the transaction                                   26 April 2019 
g)  Place of the transaction                                  London Stock Exchange, Main Market 
 

For more information, please contact:

 
 IP Group plc                            www.ipgroupplc.com 
                                         +44 (0) 20 7444 0050 
 Alan Aubrey, Chief Executive Officer 
  Greg Smith, Chief Financial Officer     +44 (0) 20 7444 0062/+44 (0) 
  Liz Vaughan-Adams, Communications       7979 853802 
 Charlotte Street Partners 
 Andrew Wilson                           +44 (0) 7810 636995 
 David Gaffney                           +44 (0) 7854 609998 
 

Notes for editors

About IP Group

IP Group is a leading intellectual property commercialisation company which focuses on evolving great ideas, mainly from its partner universities, into world-changing businesses. The Group has pioneered a unique approach to developing these ideas and the resulting businesses by providing access to business building expertise, capital (through its 100%-owned FCA-authorised subsidiaries IP Capital and Parkwalk Advisors), networks, recruitment and business support. IP Group has a strong track record of success and its portfolio comprises holdings in early-stage to mature businesses across life sciences and technology. IP Group is listed on the Main Market of the London Stock Exchange under the code IPO.

For more information, please visit our website at www.ipgroupplc.com.

ENDS

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END

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