KBC Advanced Technologies plc Grant and exercise of options by Directors (4089U)

TIDMKBC

RNS Number : 4089U

KBC Advanced Technologies plc

06 April 2016

GRANT AND EXERCISE OF OPTIONS BY DIRECTORS AND ISSUE OF SHARES

KBC ADVANCED TECHNOLOGIES PLC (the "Company")

The Company announces that, following the sanction by the Court on 5 April 2016 of the scheme of arrangement in relation to the acquisition of the Company by Yokogawa Electric Corporation (the "Scheme of Arrangement"), the following options over 562,500 ordinary shares of 2.5 pence each in the capital of the Company ("Shares") were granted to Eric Dodd, Andrew Howell and Kevin Smith, each being directors of the Company ("Directors") at an exercise price of 2.5 pence per Share under the KBC Advanced Technologies plc Discretionary Share Option Plan 2013:

 
                  Career options (no. of   Share price options (no. 
                   Shares)                  of Shares) 
---------------  -----------------------  ------------------------- 
 Andrew Howell    135,000                  90,000 
---------------  -----------------------  ------------------------- 
 Kevin Smith      112,500                  75,000 
---------------  -----------------------  ------------------------- 
 Eric Dodd        90,000                   60,000 
---------------  -----------------------  ------------------------- 
 

The terms of these options are as set out on pages 21 and 22 of the circular sent to shareholders of the Company on 4 March 2016 in relation to the Scheme of Arrangement (the "Scheme Document").

All optionholders (including Directors) have exercised their options following the Court sanction of the Scheme of Arrangement to the fullest extent possible under their terms of grant.

All Career options held by optionholders (including the above options) and options granted under the KBC Advanced Technologies Long Term Incentive Plan 2006 have been exercised in full. All Share price options (including the above options and the options granted to Godden Associates Limited) have been exercised to the extent that the relevant Share price targets have either already been met or were met on the Court sanction date.

The following Directors acquired Shares through the exercise of options:

 
                  No. of Shares       Exercise price   Total holding 
                   acquired through    per Share        of Shares 
                   exercise of                          following 
                   options                              exercise (% 
                                                        of total issued 
                                                        share capital) 
                                                        (x) 
---------------  ------------------  ---------------  ----------------- 
 Andrew Howell    474,300             2.5 pence        557,464 (0.7%) 
---------------  ------------------  ---------------  ----------------- 
 Kevin Smith      366,800             2.5 pence        424,642 (0.5%) 
---------------  ------------------  ---------------  ----------------- 
 Eric Dodd        216,666             2.5 pence        216,666 (0.3%) 
---------------  ------------------  ---------------  ----------------- 
 Ian Godden 
  *               400,000             Nil              676,500 (0.8%) 
---------------  ------------------  ---------------  ----------------- 
 

*Ian Godden's interests in Shares that existed prior to the exercise of options are registered in the name of Lynchwood Nominees Limited. The options in which Ian Godden had an interest were held by Godden Associates Limited.

(x) There are 85,812,262 Shares in issue, which is explained below.

Prior to the exercise of options by all of the optionholders (including Directors), there were 82,341,156 Shares in issue (net of 214,000 Shares held in Treasury (as defined in the Scheme Document)). To satisfy options for all optionholders, in addition to using the existing 507,790 Shares in the Company's employee benefit trusts, the Company has transferred the 214,000 Shares held in Treasury and issued 3,257,106 Shares to optionholders.

The Company will make application for 3,257,106 Shares to be admitted to trading on AIM. Admission of such Shares however is not expected as trading of Shares on AIM has been suspended. Further, the admission to trading on AIM of Shares will be cancelled with effect from the business day after the Effective Date (as defined in the Scheme Document) of the Scheme of Arrangement. Such Effective Date is expected to be 7 April 2016.

Accordingly, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers (the "Code"), the Company confirms that it has 85,812,262 Shares in issue. There are now no Shares held in Treasury. The total number of voting rights in the Company is therefore 85,812,262. This figure may be used by shareholders of the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules and under Rule 8.3 of the Code. The International Securities Identification Number for the Shares is GB0004804646.

Enquiries

 
 KBC                        Tel:[phone] 
  Eric Dodd                  8535 
  Chief Financial Officer 
 Cenkos                     Tel: [phone] 
  (Corporate broker and      8900 
  NOMAD to KBC) 
  Bobbie Hilliam 
  Julian Morse 
 

This information is provided by RNS

The company news service from the London Stock Exchange

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April 06, 2016 10:51 ET (14:51 GMT)