Accrol Group Holdings PLC Vesting of FY2019 Share Option Awards (1493Q)

TIDMACRL

RNS Number : 1493Q

Accrol Group Holdings PLC

17 October 2019

The information contained within this announcement is deemed by the Group to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

17 October 2019

Accrol Group Holdings plc

("Accrol", the "Company" or the "Group")

AIM: ACRL

Vesting of FY2019 Share Option Awards

Accrol, the leading independent tissue converter in the UK, announces that the Remuneration Committee of the Board of Directors (the "Remuneration Committee") has reviewed, amended and approved revised terms of the Accrol Group Management Incentive Plan ("MIP"). The details of the approved MIP were set out in RNS 1608O, released by the Company on 15 May 2018.

During the financial year ended 30 April 2019 ("FY19"), it became clear that external factors, primarily extreme and unpredictable fluctuations in foreign exchange rates, were having a disproportionate and unexpected impact on the ability for MIP participants to fulfil the key performance conditions of the MIP. The Remuneration Committee was concerned that, without adjustment to these performance conditions, key employees could not be appropriately rewarded, nor new key employees recruited, for their significant efforts in delivering a successful turnaround. Accordingly, a variation to the terms allows the MIP awards, relating to FY19 ("FY19 MIP Awards"), to vest on an adjusted EBITDA basis, which has been calculated using the USD/Sterling exchange rate budgeted prior to the commencement of that financial year of $1.40 to the pound. In return for this variation, the participants have agreed to a lock in period, applying to all share options vesting pursuant to the FY19 MIP Awards, meaning the underlying shares cannot be sold until post the 2021 financial year end.

Following this variation, Accrol announces the vesting of options held by employees of the Company (the "Options") in respect of a total of 9,836,679 new ordinary shares of GBP0.001 each in the Company (the "Ordinary Shares"), representing approximately 5% of the current issued share capital of the Company. The Options have an exercise price of GBP0.001 (being the nominal value of an Ordinary Share).

Certain options over Ordinary Shares which formed part of the MIP Awards have been cancelled to reduce the overall dilution arising from the MIP. As a result, the total number of Ordinary Shares which can be issued pursuant to the MIP, including those subject to both base case and stretch case hurdles and including those Options that have already vested pursuant to the FY19 MIP Awards (as detailed above), has been reduced and now represents up to 13.1% of the Company's issued share capital (previously up to 14.2% of the issued share capital).

Following the vesting of the Options, the below directors and PDMRs have the following interests in the share capital of the Company:

 
 Director         Position                  Ordinary          Number of         Total number 
                                         Shares held    Ordinary Shares          of Ordinary 
                                                             over which          Shares held 
                                                         Options vested          if and when 
                                                                           Options exercised 
                                                                                     in full 
 Dan Wright       Executive Chairman       3,077,808          3,195,584            6,273,392 
                 --------------------  -------------  -----------------  ------------------- 
 Gareth           Chief Executive 
  Jenkins          Officer                   610,000          5,609,716            6,219,716 
                 --------------------  -------------  -----------------  ------------------- 
                  Chief Operating 
 Mark Dewhurst     Officer                         -          1,031,379            1,031,379 
                 --------------------  -------------  -----------------  ------------------- 
 
 
For further information, please contact: 
 
Accrol Group Holdings plc 
Dan Wright, Executive Chairman              Tel: [phone] 
Gareth Jenkins, Chief Executive Officer 
 
Zeus Capital Limited (Nominated Adviser 
 & Broker) 
Dan Bate / Andrew Jones                     Tel: [phone] 
Dominic King / John Goold                   Tel: [phone] 
 
Belvedere Communications Limited 
Cat Valentine ([e-mail])  Tel: [phone] 
Keeley Clarke ([e-mail])     Tel: [phone] 
Llew Angus ([e-mail])          Tel: [phone] 
 

Notes to Editors

New Group website: www.accrol.com

Accrol Group Holdings plc is a leading tissue converter and supplier of toilet rolls, kitchen rolls and facial tissues, as well as other tissue products, to major discounters and grocery retailers throughout the UK.

Our vision is to deliver the best possible value to the UK consumer on essential everyday tissue products. We are shaking up the traditional tissue brands by delivering the quality the consumer demands for the price they want to pay.

The business operates from four sites in Lancashire:

   --             A manufacturing, storage and distribution facility in Blackburn; 
   --             A storage and administrative centre in Blackburn; 
   --             A facial tissue plant, also in Blackburn; and 
   --             A manufacturing, storage and distribution facility in Leyland. 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

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October 17, 2019 03:00 ET (07:00 GMT)