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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Medgenics(Regs) | LSE:MEDG | London | Ordinary Share | COM SHS USD0.0001 (REGS) |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 302.50 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMMEDG TIDMMEDU
RNS Number : 1221X
Medgenics Inc
07 January 2014
Press Release 7 January 2014
Medgenics, Inc.
(the "Company")
Issue of Options and Restricted Shares to Directors
Medgenics, Inc. (NYSE MKT: MDGN and AIM: MEDU, MEDG), the developer of a novel technology for the sustained production and delivery of therapeutic proteins in patients using their own tissue, announces that, on 2 January 2014 it (i) granted options to subscribe for 15,000 shares of the Company's common stock, par value US$0.0001 ("Common Shares") ("Options") and (ii) made a restricted share award of 7,000 Common Shares ("Restricted Shares") to each of Sol Barer, Isaac Blech, Alastair Clemow, Wilbur "Bill" Gantz, Joseph Grano, Jr., Joel Kanter, Stephen McMurray, and Andrew Pearlman, all non-executive directors of the Company, as part of their remuneration for the year.
50% of these Restricted Shares were vested on 3 January, 2014 and the remaining 50% will be vested one year from the date awarded, 2 January 2014 (the "Reference Date"). All of the Options are for a term of 10 years commencing on the Reference Date, vest in equal instalments on each of the first three anniversaries of the Reference Date and have an exercise price of US$6.50 or, based on an exchange rate of GBP1=US$1.65, 394 pence per Common Share, being the MDGN closing price on the Reference Date as reported on NYSE MKT.
These awards of Restricted Shares and Options were made pursuant to the terms of the Company's 2006 Stock Incentive Plan (as amended, the "2006 Stock Plan") previously approved by the Company's stockholders and in accordance with the Board approved non-executive director compensation program, adopted on 22 March 2010 and amended on 9 December 2011 and 16 October 2012, which provides for each non-executive director: annual grants of options to purchase 15,000 Common Shares and awards of 7,000 Restricted Shares; an annual cash retainer fee of $15,000; and meeting attendance fees ranging from $1,000 to $2,500 per meeting, depending on the location and type of meeting. In addition, committee chairmen are entitled to an annual cash fee of $5,000.
This announcement is being made pursuant to the London Stock Exchange's AIM Rules for Companies admitted to trading on the AIM market.
Following the award of the Restricted Shares and grant of the Options to the non-executive Directors, the interests of the directors of the Company and their related parties and other significant shareholders in the Common Shares of which the Company is aware will be as follows:
Name Number % of Instrument Number Expiry Exercise Total % of of Common Issued Date Price Interests Issued Shares Share Share Capital Capital Isaac Blech (Director) & related parties(1) 1,662,971 Sept. Warrant 230,357 22, 2015 $4.54 Apr. Warrant 200,000 12, 2016 $6.00 Apr. Warrant 400,000 12, 2016 $6.00 Apr. Warrant 400,000 12, 2016 $6.00 Dec. Option 19,068 10, 2020 $6.65 Jan. Option 15,000 2, 2022 $2.66 Jan. Option 15,000 2, 2023 $7.25 Nov. Option 50,000 11, 2023 $6.70 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 1,666,471 9.0% 1,344,425 3,010,896 16.2% Michael F. Cola - Sept. Option 1,500,000 13, 2023 $4.22 Total - 0.0% 1,500,000 1,500,000 8.1% Sol Barer (Director) 115,500 June Option 900,000 30, 2017 $10.80 Jan. Option 15,000 2, 2023 $7.25 Sept. Option 400,000 13, 2023 $5.22 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 119,000 0.6% 1,330,000 1,449,000 7.8% Joel S. Kanter (Director) & related parties(2) 1,217,832 Sept. Warrant 26,785 22, 2015 $4.54 Apr. Warrant 15,450 12, 2016 $4.99 Sept. Option 28,571 14, 2020 $8.19 Jan. Option 8,571 11, 2021 $6.55 Jan. Option 15,000 3, 2022 $2.66 Jan. Option 15,000 2, 2023 $7.25 Nov. Option 50,000 11, 2023 $6.70 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 1,221,332 6.6% 174,377 1,395,709 7.5% Andrew L. Pearlman (Director) & related parties(4) 38,875 Mar. Warrant 35,922 31, 2016 $0.00 Mar. Warrant 882,240 31, 2016 $2.49 Sept. Option 182,806 13, 2014 $2.49 Sept. Option 80,000 13, 2014 $3.14 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 42,375 0.2% 1,195,968 1,238,343 6.7% Chicago Investments, Inc.(3) 637,008 Sept. Warrant 5,357 22, 2015 $4.54 Apr. Warrant 8,368 12, 2016 $4.99 Total 637,008 3.4% 13,725 650,733 3.5% CIBC Trust Company (Bahamas) Limited, as Trustee of T-555(3) 349,386 Sept. Warrant 10,714 22, 2015 $4.54 Apr. Warrant 5,150 12, 2016 $4.99 Total 349,386 1.9% 15,864 365,250 2.0% Joseph J. Grano, Jr. (Director) 3,500 Mar. Option 300,000 15, 2018 $4.99 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 7,000 0.0% 315,000 322,000 1.7% Wilbur H. (Bill) Gantz (Director) 3,500 Oct. Option 300,000 15, 2018 $6.29 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 7,000 0.0% 315,000 322,000 1.7% Eugene A. Bauer (Director) 167,302 Sept. Option 28,571 14, 2020 $8.19 Nov. Option 50,000 11, 2023 $6.70 28,572 * Total 195,874 1.1% 78,571 274,445 1.5% Stephen D. McMurray (Director) 90,335 Apr. Warrant 644 12, 2016 $4.99 Jan. Option 12,857 11, 2021 $6.55 Sept. Option 28,571 14, 2020 $8.19 Jan. Option 15,000 3, 2022 $2.66 Jan. Option 15,000 2, 2023 $7.25 Nov. Option 50,000 11, 2023 $6.70 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 93,835 0.5% 137,072 230,907 1.2% Alastair Clemow (Director) 22,000 Sept. Option 12,857 13, 2020 $8.19 Jan. Option 12,857 11, 2021 $6.55 Jan. Option 15,000 3, 2022 $2.66 Jan. Option 15,000 2, 2023 $7.25 Nov. Option 50,000 11, 2023 $6.70 Jan. Option 15,000 2, 2024 $6.50 3,500 * Total 25,500 0.1% 120,714 146,214 0.8% -- Restricted shares
Notes
(1) Included within the interests of Isaac Blech are his interests in:
I. 845,471 Common shares and warrants to subscribe for 430,357 Common shares held by River Charitable fbo Isaac Blech
II. 400,000 Common shares and warrants to subscribe for 400,000 Common shares held by Liberty Charitable Remainder Trust fbo Isaac Blech
III. 400,000 Common shares and warrants to subscribe for 400,000 Common shares held by West Charitable Remainder Unitrust
(2) Included within the interests of Joel Kanter are his interests in:
I. 106,889 Common Shares and warrants to subscribe for 12,646 Common shares held by the Kanter Family Foundation, an Illinois not-for-profit corporation of which Mr. Kanter is the President and is a Director;
II. 349,388 Common Shares and warrants to subscribe for 28,721 Common shares held by CIBC Trust Company (Bahamas) Limited ("CIBC"). CIBC is the trustee of Settlement T-555 (the "CIBC Trust"). The CIBC Trust was established for the benefit of various descendants of (i) Helen and Henry Krakow, and (ii) Beatrice and Morris Kanter. Mr. Kanter is a discretionary beneficiary of the CIBC Trust. Sole voting and investment control of the Common Shares owned by the CIBC Trust is vested in CIBC as trustee of the CIBC Trust;
III. 637,008 Common Shares and warrants to subscribe for 13,725 Common shares held by Chicago Investments, Inc. ("CII"). CII is a majority-owned subsidiary of Chicago Holdings, Inc. ("CHI"). CHI is majority owned by various trusts (together the "Kanter Trusts") established for the benefit of various descendants of (i) Helen and Henry Krakow, and (ii) Beatrice and Morris Kanter. Joel Kanter is a discretionary beneficiary of some, but not all, of the Kanter Trusts. Sole voting and investment control of the Common Shares owned by CII is vested in Mr. Kanter's brother, Joshua Kanter, as President of CII; and
IV. 6,870 Common Shares held by Chicago Private Investments, Inc ("CPI"). CPI is a wholly owned subsidiary of The Holding Company ("THC"). THC is owned by Kanter Trusts. Sole voting and investment control of the shares of the Company owned by CPI is vested in Mr. Kanter's brother, Joshua Kanter, as President of CPI.
(3) For the purpose of the AIM Rules, also included within the interests of Joel Kanter (Director)..
For the purposes of applicable US Securities Laws and regulations, Mr. Kanter disclaims all beneficial and pecuniary interest to the Common Shares held by CII and CPI and the CIBC Trust. Such disclaimer does not affect Mr. Kanter's status as a discretionary beneficiary under the Kanter Trusts or the CIBC Trust.
(4) Including interests in 94 Common shares held by family members and 1,719 Common Shares and warrants to subscribe for 35,922 Common shares held by ADP Holdings LLC, a company in which Andrew Pearlman is interested, and 177,050 warrants held by trusts of which Dr. Pearlman is a trustee.
For further information, contact:
For further information, contact: Medgenics, Inc. John Leaman, CFO john.leaman@medgenics.com Abchurch Communications Phone: +44 207 Harriet Rae 398 7719 Joanne Shears Jamie Hooper jamie.hooper@abchurch-group.com Oriel Securities (NOMAD & Phone: +44 207 Broker) 710 7617 Jonathan Senior Giles Balleny
- ENDS -
This information is provided by RNS
The company news service from the London Stock Exchange
END
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