TIDMTOOP
RNS Number : 6073Y
Toople PLC
14 May 2021
For release: 07.00 a.m., 14 May 2021
Toople PLC
("Toople" or the "Company" or the "Group")
Introduction of new Long Term Incentive Plan
Toople PLC (LSE: TOOP), a provider of bespoke telecom services
to UK SMEs, announces that it has introduced a new Long Term
Incentive Plan ("LTIP") designed to incentivise the Group's
Executive Directors and Non-executive Directors (the
"Participants"). Key staff members may also be invited to
participate in the LTIP from time to time.
The LTIP has been established to encourage long-term value
creation for the Group's shareholders and to align the interests of
the Participants with shareholders.
Awards under the LTIP take the form of:
-- An approved EMI share option scheme for the Group's Executive Directors; and
-- An unapproved share option scheme for the Group's Non-executive Directors.
For both schemes, the grant price will be the average of the
market closing price two days preceding the date of grant, or the
nominal value of the share - whichever is higher. The vesting
period will be three years, with an exercise period of ten years,
starting from the date of grant.
On 13(th) May options over 464,000,000 Ordinary shares of
0.0667p each in Toople Plc (the 'Options') were granted to certain
of its directors, PDMRs, and other members of staff. All of these
options have an exercise price of 0.07p per share, being the market
value at the time the options were granted.
Options over 253,000,000 ordinary shares were granted under the
Group's EMI share option scheme to two Directors and one PDMR, as
set out below.
Status HMRC Approved No options Current shareholding
EMI option held post in Company
scheme grant grant
at 0.07p
Andy Hollingworth Group CEO 169,000,000 169,000,000 28,250,000
----------- -------------- ------------ ---------------------
Paul White CFO 42,000,000 42,000,000 -
----------- -------------- ------------ ---------------------
John Carter PDMR 42,000,000 42,000,000 -
----------- -------------- ------------ ---------------------
Total 253,000,000 253,000,000 28,250,000
-------------- ------------ ---------------------
In addition, options of 126,000,000 ordinary shares were granted
to two Non-Executive Directors under an unapproved share option
scheme, as set out below.
Unapproved No. of options Current shareholding Current warrant
option scheme held post in Company holding in
grant at grant the Company
0.07p
Richard Horsman 84,000,000 84,000,000 54,166,680 20,833,340
--------------- --------------- --------------------- ----------------
Kevin Lawrence 42,000.000 42,000,000 59,961,666 27,997,500
--------------- --------------- --------------------- ----------------
Total 126,000,000 126,000,000 114,128,346 48,830,840
--------------- --------------- --------------------- ----------------
The warrants held by Messrs Horsman and Lawrence have an
exercise price of 0.1p.
Following these option grants, the Company has 464,000,000
shares under option, representing 10.97% of the current issued
share capital of the Company.
This announcement contains information which, prior to its
disclosure, was inside information as stipulated under Regulation
11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310
(as amended).
The Directors of the Company take responsibility for this
announcement.
Notification and public disclosure of transaction by person
discharging managerial responsibilities:
1 Details of the person discharging managerial
responsibilities/person closely associated
a. Name 1) Andy Hollingworth
2) Paul White
3) Richard Horsman
4) Kevin Lawrence
5) John Carter
------------------------------
2 Reason for notification
------------------------------
a. Position/Status 1) Group CEO
2) CFO
3) NED
4) NED
5) PDMR
-------------------------------------------------- ------------------------------
b. Initial notification/ Initial notification
Amendment
-------------------------------------------------- ------------------------------
3 Details of the issuer, emission allowance
market participant, auction platform,
auctioneer or auction monitor
-----------------------------------------------------------------------------------
a. Name Toople Plc
--------------------------------------------------
b. LEI 213800P3DSCKSEHPU161
-------------------------------------------------- ------------------------------
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
instrument, type of instrument shares of 0.0667p
each
Identification Code
ISIN: GB00BZ8TP087
-------------------------------------------------- ------------------------------
b. Nature of the transaction Grant of options
-------------------------------------------------- ------------------------------
c. Price(s) and volume(s) Price Volume
1) 0.07p 169,000,000
------------
2) 0.07p 42,000,000
------------
3) 0.07p 84,000,000
------------
4) 0.07p 42,000,000
5) 0.07p 42,000,000
------------
-------------------------------------------------- ------------------------------
Aggregated information
- Aggregated Volume 379,000,000
d. - Price 0.07p
--------------------------------------------------- ------------------------------
e. Date of the transaction 14 May 2021
--------------------------------------------------- ------------------------------
f. Place of the transaction Outside of a trading
venue
--------------------------------------------------- ------------------------------
For further information :
Toople PLC Tel: 0800 0499 499
Andy Hollingworth, Chief Executive
Officer
Paul White, Chief Financial
Officer
Novum Securities Limited Tel: 020 7399 9400
David Coffman
Belvedere Communications Tel: 020 3687 2754
John West / Llew Angus
About Toople PLC
Toople PLC is incorporated in the UK and listed on the main
market of the London Stock Exchange.
The business currently trades under four main brands:
www.toople.com ; www.dmsluk.co.uk ; broadbandandphones.co.uk ;
www.checkthatcompany.co.uk .
Toople.com provides bespoke telecoms services for its fast
growing target market of UK SMEs with between one and 500
employees. Services offered by the Group include business
broadband, fibre, EFM and Ethernet data services, business mobile
phones, cloud PBX and SIP Trunking and Traditional Services (calls
and lines) all of which are delivered and managed via the Group's
proprietary software platform. 213800P3DSCKSEHPU161
In February 2020, Toople completed the acquisition of DMS
Holding (DMSL) . DMSL commenced trading in 2002 and provides
unified communication services in the UK, ranging from a single
phone line to a multi-site unified comms VoIP platform, delivered
via a network of telecoms and IT carriers and content providers
across the UK including BT Business, BT Global Services, Gamma, EE,
Vonage, TalkTalk Business and O2.
DMSL acts as a BT Premier re-seller for broadband connectivity,
mobile and fixed voice and cloud services and is responsible for
over 250,000 BT customers and over 400,000 Revenue Generating
Units.
The acquisition of DMSL was transformational for Toople, as it
also expanded the Group's reach into the UK residential market,
which is experiencing a period of rapid change, as operational
automation further develops and more people choose to (or are
forced to) work from home.
The Company also owns a telecoms price comparison website and a
service offering company credit reference checking and reports.
These complement the Group's IT and telecoms services.
All the Group brands seek to differentiate themselves by
offering IT, telecoms and broadband solutions, with robust and
reliable packages, that enhance a customers' business and are based
on trust and transparency, with no hidden fees within pricing
policies. This provides customers with a clear understanding of
cost and fixed prices for the duration of their contracts.
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END
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