24 July 2017
SPORTECH PLC ("the Company")
Notification of Transactions by Persons Discharging Managerial Responsibilities ("PDMRs")
Awards under the Sportech PLC Value Creation Plan
Following approval of the Sportech PLC Value Creation Plan (the "Plan") at the General Meeting on 24 May 2017 the Company has, on Friday 21 July, made awards under the Plan to the directors of the Company listed below along with other employees.
Under the terms of the Plan, participants have the right to receive a proportion of a pool of ordinary shares of 50 pence each in the Company ("Ordinary Shares") that in aggregate deliver a value equal to 20% of the value created for shareholders over the 5 year performance period ending 31 December 2021. The awards will vest for nil consideration and are subject to certain performance conditions, principally delivering a total shareholder return in excess of 8% p.a. compound growth above the starting share price of 95 pence. The awards will be settled in Ordinary Shares, however, the remuneration committee have the discretion to settle up to half of the awards in cash. In consideration for receiving the awards, Plan participants have agreed to give up any entitlement to awards made in March 2017 under the Sportech Performance Share Plan as detailed in the bottom table.
Full details of the Plan are available in the notice of General Meeting on the Company's website (http://www.sportechplc.com/investors/shareholder-information/meetings-and-voting).
The number of Ordinary Shares under award will be determined and vest at the end of the five year performance period, or earlier in the event of a change of control of the Company, and will be calculated at that time by reference to the director's percentage entitlement to the growth in value below.
|
Director |
Position |
Percentage entitlement of 20% pool |
Percentage entitlement of growth in value |
|
IAN PENROSE |
CHIEF EXECUTIVE OFFICER |
25% |
5% |
|
MICKEY KALIFA |
CHIEF FINANCIAL OFFICER |
12.5% |
2.5% |
|
ANDREW GAUGHAN |
EXECUTIVE DIRECTOR |
12.5% |
2.5% |
|
OTHER SENIOR MANAGEMENT |
|
25% |
5% |
|
RESERVED FOR FUTURE ALLOCATIONS |
|
25% |
5% |
Sportech PLC 2017 Performance Share Plan ("2017 PSP")
|
Director |
Position |
2017 PSP options withdrawn |
|
IAN PENROSE |
CHIEF EXECUTIVE OFFICER |
419,552 |
|
MICKEY KALIFA |
CHIEF FINANCIAL OFFICER |
200,328 |
|
ANDREW GAUGHAN |
EXECUTIVE DIRECTOR |
191,387 |
For further information, please contact:
|
Sportech PLC Ian Penrose, Chief Executive Mickey Kalifa, Chief Financial Officer
|
020 7268 2400 |
|
Brunswick Group LLP Mike Smith Stuart Donnelly
|
020 7404 5959 |
|
Investec Bank PLC Patrick Robb Henry Reast
|
020 7597 5970 |
|
Peel Hunt LLP Dan Webster |
020 7418 8900 |
Notification of Deal Forms of each PDMR can be found below.
|
1. |
Details of the person discharging managerial responsibilities/persons closely associated |
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|
a) |
Name |
IAN PENROSE |
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2. |
Reason for notification |
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|
a) |
Position/Status |
CHIEF EXECUTIVE OFFICER |
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|
b) |
Initial notification/amendment |
Initial notification |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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|
a) |
Name |
SPORTECH PLC |
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|
b) |
LEI |
2138003BHYUQWAYGSK09 |
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|
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 |
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|
a) |
Description of the financial instrument, type of instrument and identification code |
Ordinary Shares of £0.50 each in the capital of SPORTECH PLC |
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|
b) |
Nature of transaction |
Award of shares under the SPORTECH PLC VALUE CREATION PLAN |
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|
c) |
Price(s) and volume(s) |
|
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|
d) |
Aggregated Information |
n/a |
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|
e) |
Date of transaction |
21 JULY 2017 |
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|
f) |
Place of transaction |
London Stock Exchange (XLON) |
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|
1. |
Details of the person discharging managerial responsibilities/persons closely associated |
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|
a) |
Name |
MICKEY KALIFA |
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|
2. |
Reason for notification |
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|
a) |
Position/Status |
CHIEF FINANCIAL OFFICER |
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|
b) |
Initial notification/amendment |
Initial notification |
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|
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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|
a) |
Name |
SPORTECH PLC |
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|
b) |
LEI |
2138003BHYUQWAYGSK09 |
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|
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 £0.50 each in the capital of SPORTECH PLC |
||||
|
b) |
Nature of transaction |
Award of shares under the SPORTECH PLC VALUE CREATION PLAN |
||||
|
c) |
Price(s) and volume(s) |
|
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|
d) |
Aggregated Information |
n/a |
||||
|
e) |
Date of transaction |
21 JULY 2017 |
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|
f) |
Place of transaction |
London Stock Exchange (XLON) |
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|
1. |
Details of the person discharging managerial responsibilities/persons closely associated |
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|
a) |
Name |
ANDREW GAUGHAN |
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|
2. |
Reason for notification |
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|
a) |
Position/Status |
EXECUTIVE DIRECTOR |
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|
b) |
Initial notification/amendment |
Initial notification |
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|
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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|
a) |
Name |
SPORTECH PLC |
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|
b) |
LEI |
2138003BHYUQWAYGSK09 |
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|
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 £0.50 each in the capital of SPORTECH PLC |
||||
|
b) |
Nature of transaction |
Award of shares under the SPORTECH PLC VALUE CREATION PLAN |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d) |
Aggregated Information |
n/a |
||||
|
e) |
Date of transaction |
21 JULY 2017 |
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|
f) |
Place of transaction |
London Stock Exchange (XLON) |
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