07:00 Wed 16 Sep 2020
Franchise Brands PLC - Grant under New Share Option Scheme, PDMR Dealings
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New Share Option Schemes, Grant of Share Options and Director Share Dealings
Company Share Option Plan
The Company has established a new CSOP for employees and directors, which will enable them to acquire new ordinary shares of 0.5 pence each in the Company ("Ordinary Shares") subject to certain Company performance criteria being met. Similar to the Company's existing share option schemes, employees and directors are only able to exercise their options under the CSOP as follows:
1) as to 20 per cent. after reported fully diluted adjusted earnings per share ("EPS") achieves compound annual growth of 8 per cent. over each of the next three financial years;
2) as to 100 per cent. after reported fully diluted adjusted EPS achieves compound annual growth of 15 per cent. over each of the next three financial years; and
3) between 20 per cent. to 100 per cent. of their options on a sliding scale basis on EPS growth between the targets in 1) and 2) above.
The Company yesterday awarded a total of 1,622,136 options under the CSOP to the majority of employees of the Group, including 238,636 to five executive directors and two senior employees but which have an additional investment condition as detailed below. All these options are exercisable at the closing mid-market price on 14 September of
The number of options granted to each director and senior employee under the CSOP at the Exercise Price has been determined as being two times the value of Ordinary Shares they have each agreed to acquire in the Company, either by acquiring existing Ordinary Shares in the market or, where this is not possible, through the issue of new Ordinary Shares by the Company at the then prevailing share price (and any such issue of new Ordinary Shares will be announced separately once the shares have been acquired), subject to a maximum of
Details of the options granted to directors under the CSOP are as follows:
Director |
Position |
Number of options granted at 88p |
Value of shares to be acquired at market price |
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Managing Director, Metro Rod |
34,091 |
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Managing Director, B2C Division |
34,091 |
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Corporate Development Director |
34,091 |
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Chief Financial Officer |
34,091 |
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Chief Information Officer |
34,091 |
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170,455 |
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Management Share Option Scheme
In addition to the above, the Company has awarded 181,818 options to three executive directors and one senior employee under a new unapproved "nil cost" Management Share Option Scheme ("Management Scheme"), which will enable them to acquire new Ordinary Shares at their nominal value of 0.5 pence each based on the value of Ordinary Shares they have agreed to acquire in the Company. Options granted under the Management Scheme have the same EPS conditions of exercise as the CSOP as set out above.
Similar to the grants to directors and senior employees under the CSOP, the number of options granted to each director and senior employee under the Management Scheme has been determined as being equal to the value of Ordinary Shares they have each agreed to acquire in the Company, either by acquiring existing Ordinary Shares in the market or where this is not possible, through the issue of new Ordinary Shares by the Company at the then prevailing share price (and any such issue of new Ordinary Shares will be announced separately once the shares have been acquired). Options under the Management Scheme will lapse to the extent that the requisite investment into Ordinary Shares has not been made by a pre-determined date (subject to limited exceptions approved by the Remuneration Committee).
Details of the options granted to directors under the Management Scheme are as follows:
Director |
Position |
Number of options granted at nominal value |
Value of shares to be acquired at market price |
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Managing Director, Metro Rod |
28,409 |
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Chief Financial Officer |
17,045 |
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Chief Information Officer |
39,773 |
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85,227 |
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Following the grant of all the CSOP options and Management Scheme options set out above, the Company now has options issued over a total of 5,753,302 new Ordinary Shares, representing 6.0 per cent. of the Company's issued share capital.
Other Director Share Dealings
The Company has been notified that
In addition,
Details of both these transactions are set out in the requisite disclosure forms at the end of this announcement.
Enquiries:
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+ 44 (0) 1625 813231 |
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Allenby Capital Limited (Nominated Adviser and Joint Broker) |
+44 (0) 20 3328 5656 |
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Dowgate Capital Limited (Joint Broker) |
+44 (0) 20 3903 7715 |
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MHP Communications (Financial PR) |
+44 (0) 20 3128 8100 |
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+44 (0) 7884 494112 |
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About
The Group is organised into a B2B division comprised of Metro Rod, Metro Plumb and Willow Pumps, and a B2C division that incorporates
Each of our brands are leaders in their respective markets and each brand has a long trading history. The combined trading history of all the Group's brands is over 125 years.
For further information, visit www.franchisebrands.co.uk.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1 |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
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2 |
Reason for the notification |
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a) |
Position/status |
Executive Directors |
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b)
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Initial notification /Amendment |
Initial notification |
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3
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Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
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b) |
LEI |
213800CFRX6CJ8LCKN37 |
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4
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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)
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Description of the financial instrument, type of instrument Identification code |
Options over ordinary shares of 0.5p each in
Identification code (ISIN) for |
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b) |
Nature of the transaction |
Grant of options over ordinary shares
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
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e) |
Date of the transaction |
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f) |
Place of the transaction |
Outside a trading venue |
1 |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
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2 |
Reason for the notification |
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a) |
Position/status |
Executive Directors |
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b)
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Initial notification /Amendment |
Initial notification |
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3
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Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
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b) |
LEI |
213800CFRX6CJ8LCKN37 |
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4
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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)
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Description of the financial instrument, type of instrument Identification code |
Options over ordinary shares of 0.5p each in
Identification code (ISIN) for |
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b) |
Nature of the transaction |
Grant of options over ordinary shares
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
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e) |
Date of the transaction |
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f) |
Place of the transaction |
Outside a trading venue |
1 |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
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2 |
Reason for the notification |
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a) |
Position/status |
Chief Financial Officer |
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b)
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Initial notification /Amendment |
Initial notification |
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3
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Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
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b) |
LEI |
213800CFRX6CJ8LCKN37 |
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4
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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)
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Description of the financial instrument, type of instrument Identification code |
Ordinary shares of 0.5p each in
Identification code (ISIN) for |
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b) |
Nature of the transaction |
Change of registered owner (transfer to SIPP)
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
N/A |
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e) |
Date of the transaction |
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f) |
Place of the transaction |
Outside a trading venue |
1 |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
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2 |
Reason for the notification |
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a) |
Position/status |
Executive Chairman |
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b)
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Initial notification /Amendment |
Initial notification |
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3
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Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
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b) |
LEI |
213800CFRX6CJ8LCKN37 |
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4
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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)
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Description of the financial instrument, type of instrument Identification code |
Ordinary shares of 0.5p each in
Identification code (ISIN) for |
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b) |
Nature of the transaction |
Share pledge to |
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
n/a
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e) |
Date of the transaction |
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f) |
Place of the transaction |
n/a |
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