TIDMMXC
RNS Number : 8355U
MGC Pharmaceuticals Limited
08 April 2021
08 April 2021 MGC Pharmaceuticals
ASX Code: Corporate Update - Change of Company Secretary, Executive
MXC Director Remuneration and New Performance Rights Plan
LSE Code:
MXC
MGC Pharmaceuticals Ltd (ASX: MXC or "the Company") advises the
Company's Board and independent committees have, following the
recent dual listing on the London Stock Exchange, and in
conjunction with the Company's key advisors in the United Kingdom,
agreed market appropriate changes to the remuneration and equity
incentive structures of the Executive Directors and Key Management
Personnel. This includes a new performance rights program
structured to retain the services of key personnel managing the
Company's business and to bring in line with similar listed
companies in the bio-pharma sector in the United Kingdom.
In addition, the Company announces the change of Company
Secretary, Mrs Narelle Warren resigning as Joint Company Secretary
of the Company with an effective date of 07 April 2021. The Board
would like to express its appreciation to Mrs Warren for her
contribution to the Company during her tenure which included the
successful dual listing of the Company on the London Stock Exchange
in February.
The Company is pleased to appoint Ms Nadine Barry as Joint
Company Secretary replacing Mrs Warren, effective immediately,
alongside Mrs Rachel Kerr.
Ms Barry has three years' experience working as a Corporate
Secretary for Chieftain Securities Pty Ltd, a boutique Corporate
Advisory, Equity Capital Markets and Venture Capital firm, and in
this role has been working with small to mid-cap listed companies
in the bio pharma, resources, and energy sectors. The Company's
CFO, Mr Daniel Kendall, will also assist Ms Barry in the joint
Company Secretary role.
2021/22 Performance Rights Program
The Board and Remuneration Committee have approved the issue of
70,000,000 performance rights to the Directors and Key Management
Personnel of the Company, as part of the review of remuneration
structures to retain key personnel in the company based on its
current operations, and business plan following its recent
successful capital raising and listing on the London Stock
Exchange. The performance rights will have a share price hurdle and
a tenure of service of between 12-24 months from 1 April 2021.
Subject to shareholder approval, the Remuneration Committee and
Board have approved the issue of 57,000,000 performance rights to
the Directors' to reward, retain and incentivise the Directors for
their ongoing commitment to the performance and future success of
the Company. The performance rights will be split into two classes
with differing performance conditions: 17,100,000 under Class A and
39,900,000 under Class B.
In addition, 13,000,000 Performance rights (3,875,000 Class A
and 9,125,000 Class B) will be issued to management for their
ongoing commitment to the performance and future success of the
Company, in accordance with the incentive equity plan as approved
by shareholders on 31 March 2021.
The performance conditions relating to the performance rights
are as follows:
Class A : If and once the price per share of the Company, at any
time prior to or on 1 April 2022, has a 10-trading day volume
weighted average price (VWAP) equal to or exceeding 125% of the
VWAP during 10 trading days before 1 April 2021. The 10-day VWAP up
to 1 April 2021 is 7.0c.
Class B : If and once the price per share of the Company, at any
time prior to or on 1 April 2023, has a 10-trading day volume
weighted average price (VWAP) equal to or exceeding 150% of the
VWAP during 10 trading days before 1 April 2021. The 10-day VWAP up
to 1 April 2021 is 7.0c.
Executive Remuneration
In accordance with Listing Rule 3.10.3, The Company advises that
the Remuneration Committee and Board of Directors have resolved to
approve the following changes to the Director's services agreement
in relation to their remuneration in accordance with their annual
performance review effective 1 March 2021.
The material terms for Mr. Brett Mitchell - Executive Chairman
remain as previously announced, the adjustments to his service
agreement with Sibella Capital Pty Ltd are as follows;
Salary - GBP14,000 per month
2021/22 Performance Rights - 7.5 million Class A and 17.5
million Class B performance rights, as set out above and subject to
shareholder approval at the Company's next general meeting.
The material terms for Mr. Roby Zomer - Managing Director remain
as previously announced, the adjustments to his service agreement
with Chitta Lu Limited are as follows;
Salary - GBP14,500 per month
2021/22 Performance Rights - 7.5 million Class A and 17.5
million Class B performance rights, as set out above and subject to
shareholder approval at the Company's next general meeting.
--Ends--
Authorised for release by the Board, for further information
please contact:
MGC Pharmaceuticals Ltd UK PR Tavistock - Tavistock
Roby Zomer Charlies Vivian +44 20 7920 3150
CEO & Managing Director Charles.Vivian@tavistock.co.uk
+61 8 6382 3390 Tim Pearson +44 7983118 502
info@mgcpharma.com.au Tim.Pearson@tavistock.co.uk
UK Broker - Turner Pope Australian PR/IR Advisors - Media
Andy Thacker & Capital Partners
Andy.Thacker@TurnerPope.com Rod Hinchcliffe (IR) +61 412 277
Zoe Alexander 377
Zoe.Alexander@TurnerPope.com Rod.Hinchcliffe@mcpartners.com.au
+44 20 3657 0050
About MGC Pharma
MGC Pharmaceuticals Ltd (ASX: MXC) is a European based
bio-pharma company developing and supplying affordable standardised
phytocannabinoid derived medicines to patients globally. The
Company's founders were key figures in the global medical cannabis
industry and the core business strategy is to develop and supply
high quality phytocannabinoid derived medicines for the growing
demand in the medical markets in Europe, North America and
Australasia. MGC Pharma has a robust product offering targeting two
widespread medical conditions - epilepsy and dementia - and has
further products in the development pipeline.
Employing its 'Nature to Medicine' strategy, MGC Pharma has
partnered with renowned institutions and academia to optimise
cultivation and the development of targeted phytocannabinoid
derived medicines products prior to production in the Company's
EU-GMP Certified manufacturing facility.
MGC Pharma has a number of research collaborations with world
renowned academic institutions, and including recent research
highlighting the positive impact of using specific phytocannabinoid
formulations developed by MGC Pharma in the treatment of
glioblastoma, the most aggressive and so far therapeutically
resistant primary brain tumour.
MGC Pharma has a growing patient base in Australia, the UK,
Brazil and Ireland and has a global distribution footprint via an
extensive network of commercial partners meaning that it is poised
to supply the global market.
Follow us through our social media channels
Twitter: @MGC_Pharma
Facebook: @mgcpharmaceuticals
LinkedIn: MGC Pharmaceuticals Ltd.
Instagram: @mgc_pharma
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