Ubisense Group PLC Directors Dealings (8950R)
December 15 2016 - 1:00AM
UK Regulatory
TIDMUBI
RNS Number : 8950R
Ubisense Group PLC
15 December 2016
15 December 2016
Ubisense Group plc
("Ubisense" or the "Company")
Directors Dealings and Adoption of a new Long Term Incentive and
Share Option Plan
Ubisense Group plc (AIM: UBI) announces the adoption of a new
Long Term Incentive and Share Option Plan ("LTISOP") and the grant
of share awards to the Executive Directors under the LTISOP.
Background
The Company has recently completed through its Remuneration
Committee a full review of its incentive arrangements supported by
independent external advice, noting that no further awards were
possible under the existing share option schemes. As a result of
this review the Remuneration Committee has adopted a new 5 year
LTISOP for its Executive Directors and other senior management
members. The Remuneration Committee believes that the new LTISOP
will encourage strong and sustained corporate performance in order
to drive returns to shareholders over the longer-term. Furthermore,
it will allow participants to build up a meaningful shareholding in
the Company, hence helping to ensure that their interests are
closely aligned with those of shareholders. Furthermore, the
Remuneration Committee is satisfied that the composition and
structure of the remuneration package is appropriate and does not
incentivise undue risk-taking or reward underperformance.
Structure of the new LTISOP
An award of nominal cost options will be granted to the
Executive Directors and a small number of other senior management
staff. Performance conditions will be attached to all nominal-cost
options requiring the Company's share price to exceed 70p for 60
consecutive calendar days between the 2(nd) and 3(rd) anniversary
of issue for the shares to vest. Vested shares may be exercised
after the 4(th) anniversary of issue. Recipients must remain an
employee or director of the Company at the time of vesting. The
LTISOP includes terms such that in the event of a takeover or
business unit disposal delivering above target results then vesting
and the ability to exercise the awards are accelerated for those
recipients whose employment or directorship is impacted.
The maximum number of nominal cost options to be awarded will be
5,600,000.
Annual awards in the form of market value options may also be
granted to the Executive Directors and senior management in future
periods. Standard vesting terms are annual over 3 years and without
performance conditions although the Remuneration Committee has the
ability to vary these terms. The maximum number of market value
options to be awarded will be limited to 5% of the issued share
capital over the 5 year life of the LTISOP.
Awards under the LTISOP
On 14 December 2016, the following nominal cost option awards
were made under the LTISOP:
Name Position Number of Total of all
nominal cost outstanding
option awards options including
granted new LTISOP
award
----------------- ----------------- --------------- -------------------
Executive
Peter Harverson Chairman 850,000 941,333
----------------- ----------------- --------------- -------------------
Chief Executive
Richard Petti Officer 1,600,000 1,600,000
----------------- ----------------- --------------- -------------------
Chief Financial
Tim Gingell Officer 700,000 700,000
----------------- ----------------- --------------- -------------------
Following the awards above and the other awards to the senior
management team, the number of outstanding nominal cost options is
5,600,000. Outstanding options awarded to certain employees in
prior years under the existing share option scheme are 1,003,472,
which have exercise prices between 14p and 225p, details of which
were included in the 2015 Annual Report.
The awards to Directors under the LTISOP fall to be treated as a
related party transaction under the AIM Rules for Companies. With
the exception of those directors who are involved in the
transaction as related parties, the Company's directors consider,
having consulted with Numis Securities Limited its nominated
adviser, that the terms of the transaction are fair and reasonable
insofar as its shareholders are concerned.
For further information contact:
Ubisense Group plc +44 (0)1223 535170
Peter Harverson
Richard Petti
Tim Gingell
Numis Securities Limited +44 (0)20 7260 1000
Simon Willis
Jamie Lillywhite
Toby Adcock
Redleaf Communications +44 (0)20 7382 4730
Rebecca Sanders-Hewett
David Ison
About Ubisense
Ubisense (AIM: UBI), a global leader in Enterprise Location
Intelligence solutions, helps manufacturing, communications and
utility companies improve operational efficiency and boost
profitability. Ubisense location intelligence systems bring clarity
to complexity, enabling customers to revolutionise their
operational effectiveness in a measurable way. Founded in 2002,
Ubisense is headquartered in Cambridge, England, with offices in
North America, France, Germany and Japan. For more information
visit: www.ubisense.net.
This information is provided by RNS
The company news service from the London Stock Exchange
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