TIDMRM2
RNS Number : 2463X
RM2 International SA
20 February 2017
20 February 2017
RM2 International S.A.
("RM2" or the "Company")
Director / PDMR Shareholding
RM2 (LSE-AIM: RM2), the sustainable composite pallet innovator
("the Company"), today announces that, similar to 2016, its
Non-Executive Directors are to receive ordinary shares of US$0.01
each in the Company ("Ordinary Shares") in lieu of cash payment of
directors' fees for the 2017 calendar (the "2017 Director Fee
Arrangement").
Pursuant to the 2017 Director Fee Arrangement, the Company is to
issue in aggregate, 1,315,000 new Ordinary Shares (the "Fee
Shares") to the Non-Executive Directors in two equal semi-annual
instalments. As detailed below, 657,500 Fee Shares were issued on
February 17, 2017 with respect to the first semester of 2017 ("H1
Fee Shares"). Shares with respect to the second semester of 2017
will be issued to the Non-Executive Directors following the
Company's Annual General Meeting.
The Directors have agreed that the Fee Shares shall not be sold
or voted until the relevant semi-annual period has completed and
the volume weighted average market price of the Ordinary Shares has
been greater than or equal to 100 pence for a consecutive 30-day
period.
The Fee Shares are issued pursuant to the Company's Employee
Share Option Plan.
The number of Fee Shares to be issued has been calculated on the
basis of the closing mid-market price per Ordinary Share of 27.5
pence on 16 February 2017, being the latest practicable date prior
to publication of this announcement, and at an exchange rate of
approximately USD/GBP: 0.80.
Separately, 100,000 new Ordinary Shares (the "FdM Shares") have
been issued to Frederic de Mevius for directors' fees due following
his appointment to the Board of RM2 on July 18, 2016.
Taking into account the issue of the H1 Fee Shares and the FdM
Shares, the current shareholdings of the Non-Executive Directors of
the Company are as follows:
No. of H1 Total number % of enlarged
Fee Shares of Ordinary voting share
/ FdM Shares Shares held(2) capital
issued
--------------- -------------- ---------------- --------------
R. Ian Molson 117,500 11,392,500 2.57%
--------------- -------------- ---------------- --------------
Jan Dekker 90,000 2,790,000 0.63%
--------------- -------------- ---------------- --------------
Charles Duro 90,000 627,500 0.14%
--------------- -------------- ---------------- --------------
Frederic de
Mevius 190,000(1) 190,000 0.04%
--------------- -------------- ---------------- --------------
Lord Rose 90,000 1,440,000 0.33%
--------------- -------------- ---------------- --------------
Amaury de
Seze 90,000 1,740,000 0.39%
--------------- -------------- ---------------- --------------
Paul Walsh 90,000 2,029,091 0.46%
--------------- -------------- ---------------- --------------
(1) Includes the FdM Shares
(2) Includes restricted shares held
Related Party Transactions
The 2017 Director Fee Arrangement and the issue of the FdM
Shares are deemed to be related party transactions pursuant to Rule
13 of the AIM Rules for Companies. Accordingly, the independent
directors for the purposes of the 2017 Director Fee Arrangement and
the issue of the FdM Shares, being John Walsh and Jean-Francois
Blouvac, having consulted with the Company's Nominated Adviser,
Strand Hanson Limited, consider that the terms of the 2017 Director
Fee Arrangement and the issue of the FdM Shares are fair and
reasonable insofar as the Company's shareholders are concerned.
Admission to trading
Application has been made to the London Stock Exchange for the
admission to trading on AIM of the H1 Fee Shares and FdM Shares,
which will rank pari passu with the Ordinary Shares, and which is
expected to become effective on 24 February 2017 ("Admission").
Following Admission, the Company's issued share capital will be
composed of 401,062,656 Ordinary Shares and 42,328,042 Convertible
Preferred Shares of US$0.01 each in the capital of the Company, of
which 379,334 Ordinary Shares are held by the Company as non-voting
treasury stock. The total number of voting rights in the Company is
443,011,364. This figure of 443,011,364 may be used by shareholders
as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or
change their interest in, the Company under the Financial Conduct
Authority's Disclosure and Transparency Rules.
The Ordinary Shares are listed on the AIM Market of the London
Stock Exchange.
For further information, please contact:
+44 (0)20
RM2 International S.A. 8820 1412
John Walsh, Chief Executive Officer
Jean-Francois Blouvac, Chief Financial
Officer
Strand Hanson Limited (Nominated +44 (0) 20
& Financial Adviser) 7409 3494
James Spinney
Ritchie Balmer
James Bellman
+44 (0) 20
Zeus Capital Limited (Joint Broker) 3829 5000
Giles Balleny
Hugh Kingsmill Moore
+44 (0) 20
RBC Capital Markets (Joint Broker) 7653 4000
Tristan Lovegrove
Ema Jakasovic
+44 (0)20
Citigate Dewe Rogerson 7638 9571
Simon Rigby
Rob Newman
Ellen Wilton
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 ("MAR").
Notes to Editors
RM2 International S.A. specialises in pallet development,
manufacture, supply and management to establish a leading presence
in global pallet supply and improve the supply chain of
manufacturing and distribution businesses through the effective and
efficient use and management of composite pallets. It is quoted on
the AIM market of the London Stock Exchange under the symbol
RM2.L.
For further information, please visit www.rm2.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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February 20, 2017 02:01 ET (07:01 GMT)
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