2 August 2024
Quadrise
plc
(the
"Company" and together with its subsidiaries the "Group" or
"Quadrise")
Issue of Share Options and
Director/PDMR Dealing
Quadrise, the supplier of
MSAR® and bioMSAR™ emulsion technology and fuels,
providing innovative lower cost and lower carbon alternatives to
fuel oil and biofuels, announces the grant of an aggregate of
24,075,804 options to subscribe for new ordinary shares of 1p each
in the Company (the "Options") to directors and employees of the
Company in accordance with the provisions of the Company's
Unapproved Share Option Plan 2016 ("2016 Plan") and/or
the Company's
Enterprise Management Incentive Share Option Plan ("EMI
Plan").
The 2016 Plan and EMI Plan are
designed to enable the Company to recruit, retain and reward key
employees of the Group - in doing so aligning their interests with
those of the Company's shareholders and enabling the Group to
preserve cash resources ahead of the commercialisation of the
Company's technology.
Performance Options
Of the Options, a total of
13,880,000 performance share options (the "Performance Options")
have been awarded to executives and employees of the Company,
including awards to certain of the Company's directors and PDMRs in
the amounts set out below.
The award of Performance Options
follows the 3 August 2023 award of 13,500,000 share options which
will lapse unvested on the first anniversary of their grant date
due to their specific performance conditions not having been met.
The Performance Options will vest as to 50% on the first
anniversary of grant and the remaining 50% shall vest on the second
anniversary of the date of grant, subject to the satisfaction of
specific performance conditions prior to the vesting dates. The
Performance Options issued under the EMI plan will be exercisable
from vesting until the tenth anniversary of the date of grant, and
those issued under the 2016 Plan will be exercisable from vesting
until the eighth anniversary of the date of grant.
|
Recipient
|
Number of Options
|
Plan
|
Exercise price
|
|
Jason Miles
|
6,919,392
|
EMI Plan
|
2.5p
|
|
Jason Miles
|
580,608
|
2016 Plan
|
2.5p
|
|
David Scott
|
1,400,000
|
EMI Plan
|
2.5p
|
|
Philip Hill
|
1,400,000
|
EMI Plan
|
2.5p
|
|
Non-PDMRs
|
3,580,000
|
EMI Plan
|
2.5p
|
|
Total
|
13,880,000
|
-
|
-
|
Additional Options
In addition, the Company has also
granted a total of a further 6,000,000 Options to Non-Executive
Directors of the Company in accordance with the provisions of the
2016 Plan, in the amounts set out below (the "Additional
Options").
There are no performance conditions
to the vesting of the Additional Options, which will vest as to 50%
on the first anniversary of grant and the remaining 50% shall vest
on the second anniversary of the date of grant. The Additional
Options will be exercisable from vesting until the eighth
anniversary of the date of grant.
|
Director
|
Number of Options
|
Plan
|
Exercise price
|
|
Andrew Morrison
|
3,000,000
|
2016 Plan
|
2.5p
|
|
Laurie Mutch
|
1,500,000
|
2016 Plan
|
2.5p
|
|
Vicky Boiten-Lee
|
1,500,000
|
2016 Plan
|
2.5p
|
|
Total
|
6,000,000
|
-
|
-
|
Nominal Value Options
The Company also announces
the issue a total of 4,195,804 nominal
value options ("NVOs") to certain of the Company's PDMRs and
employees in lieu of an element of cash remuneration for the
financial year ended 30 June
2024. The NVOs have been issued in
accordance with and under the EMI Plan. The NVOs will vest after 12
months from the date of grant, have no performance conditions and
will be exercisable from vesting until the tenth anniversary of the
date of grant. The issue of NVOs include the following awards to
certain of the Company's PDMRs:
|
Recipient
|
Number of NVOs
|
Plan
|
Exercise price
|
|
David Scott
|
1,048,951
|
EMI
Plan
|
1.0p
|
|
Philip Hill
|
839,161
|
EMI Plan
|
1.0p
|
|
Non-PDMRs
|
2,307,692
|
EMI Plan
|
1.0p
|
|
Total
|
4,195,804
|
-
|
-
|
Total share options in issue
Following the grant of Options, the
Company has a total of 93,784,059 options to subscribe for new
ordinary shares in the Company in issue, representing approximately
5.31% of the Company's current issued ordinary share
capital.
The notifications below, made in
accordance with the requirements of the Market Abuse Regulation,
provide further details.
Andrew Morrison, Chairman of Quadrise
commented:
"The issue of performance options at a premium
to the recent open offer price is designed to provide an
appropriate incentive to achieve performance metrics and to deliver
shareholder value, whilst the issue of nominal value options
further strengthens alignment with shareholders whilst preserving
the Company's cash resources."
For additional information, please
contact:
|
Quadrise Plc
|
|
+44 (0)20
7031 7321
|
|
Andy Morrison, Chairman
Jason Miles, Chief Executive
Officer
|
|
|
|
|
|
|
|
Nominated
Adviser
|
|
|
|
Cavendish Capital Markets Limited
|
|
+44 (0)20
7220 0500
|
|
Ben Jeynes
Katy Birkin
George Lawson
|
|
|
|
|
|
|
|
Joint
Brokers
|
|
|
|
Shore Capital Stockbrokers Limited
Toby Gibbs, Rachel
Goldstein (Corporate Advisory)
Fiona Conroy (Corporate
Broking)
|
|
+44 (0)20
7408 4090
|
|
VSA
Capital Limited
Andrew Raca (Corporate
Finance)
Andrew Monk (Corporate
Broking)
|
|
+44 (0)20
3005 5000
|
|
|
|
|
|
Public & Investor
Relations
|
|
|
|
Cutbill Jacoby
Andy Cutbill
Georgie Cutbill
|
|
+44 (0)7841
576000
+44 (0)7850
195353
|
The following notifications are
intended to satisfy the Company's obligations under Article 19(3)
of the Market Abuse Regulation.
|
1
|
Details of the person
discharging managerial responsibilities/person closely
associated
|
|
a)
|
Name
|
1. Jason Miles
2. David Scott
3. David Scott
4. Philip Hill
5. Philip Hill
6. Andrew
Morrison
7. Laurie
Mutch
8. Vicky
Boiten-Lee
|
|
2
|
Reason for
notification
|
|
|
a)
|
Position/Status
|
1. Chief Executive
Officer
2. Chief Financial
Officer
3. Chief Financial
Officer
4. Chief Operating
Officer
5. Chief Operating
Officer
6. Non-Executive
Chairman
7. Non-Executive
Director
8. Non-Executive
Director
|
|
|
Initial
notification/amendment
|
Initial notifications
|
|
3
|
Details of the issuer,
emission allowance market participant, auction platform, auctioneer
or auction monitor
|
|
a)
|
Name
|
Quadrise plc
|
|
b)
|
LEI
|
213800HN2ETG5476U328
|
|
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 instrument and identification code
|
Ordinary shares of 1
pence each
ISIN: GB00B11DDB67
|
|
b)
|
Nature of transaction
|
Awards of options to subscribe for new ordinary
shares under the Quadrise Unapproved Share Option Plan
2016 and/or the Quadrise Enterprise Management Incentive Share
Option Plan.
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1. Nil
2. Nil
3. Nil
4. Nil
5. Nil
6. Nil
7. Nil
8. Nil
|
1. 7,500,000
2. 1,400,000
3. 1,048,951
4. 1,400,000
5. 839,161
6. 3,000,000
7. 1,500,000
8. 1,500,000
|
|
|
|
|
|
d)
|
Aggregated information
|
n/a
|
|
e)
|
Date of transaction
|
1 August 2024
|
|
f)
|
Place of transaction
|
Outside of a trading
venue
|