WIRELESS GROUP Director Shareholding,Board Changes,Listing Cancellation

 
TIDMWLG 
 
Wireless Group PLC (the "Company") 
 
Director Shareholdings, notification of board changes and Cancellation of 
Listing 
 
The Company announces the following transactions by the Executive Directors of 
the Company. 
 
This notification is made in accordance with Article 19(3) of the Market Abuse 
Regulation (EU) No 596/2014 and Listing Rule 9.6.11R. 
 
Exercise of LTIP options 
 
On 26 September 2016, share awards granted under the Wireless Group Plc 
Performance Share Plan in the form of nil cost options over ordinary shares in 
the Company ("Ordinary Shares") ("LTIP Awards") vested in connection with the 
recommended offer made by News Corp UK & Ireland Limited ("Offeror") for the 
whole of the issued and to be issued ordinary share capital of the Company not 
already owned or agreed to be acquired by the Offeror (the "Offer") being 
declared unconditional in all respects. 
 
Following the vesting of the LTIP Awards, the Executive Directors have 
exercised their LTIP Awards and have become beneficially interested in the 
following number of Ordinary Shares: 
 
Name of PDMR Position     Ordinary Shares to  Date of 
                          be acquired on      exercise of 
                          exercise of LTIP    LTIP Awards 
                          Awards 
 
S Taunton    Executive    289,020             26 September 
             Director                         2016 
 
N McKeown    Executive    211,313             26 September 
             Director                         2016 
 
Admission of New Ordinary Shares 
 
The LTIP Awards will be satisfied as soon as practicable following this 
announcement by the transfer of Ordinary Shares from the Wireless Group Plc 
Employee Benefit Trust ("EBT") to the Executive Directors in an amount equal to 
the number Ordinary Shares over which the LTIP Awards have been exercised. The 
EBT has subscribed for 1,267,327 new Ordinary Shares in order to satisfy the 
LTIP Awards (and awards made to other participants in the LTIP scheme) (the " 
New Ordinary Shares"). 
 
Application has been made to the UK Listing Authority for the New Ordinary 
Shares, which will rank pari passu in all respects with the Company's existing 
Ordinary Shares, to be admitted to the Official List maintained by the UK 
Listing Authority and to the London Stock Exchange for the New Ordinary Shares 
to be admitted to trading on its Main Market for listed securities, with 
dealings in the New Ordinary Shares expected to commence on or around 29 
September 2016. 
 
Application has also been made to the Irish Stock Exchange for the New Ordinary 
Shares to be admitted to the Official List of the Irish Stock Exchange and to 
trading on the Irish Stock Exchange's Main Market for listed securities, with 
dealings in the New Ordinary Shares expected to commence on or around 29 
September 2016. 
 
Notification of Board Changes 
 
As a result of the Offer having been declared unconditional in all respects, 
Non-Executive Directors Andy Anson, Roisin Brennan, Helen Kirkpatrick and 
Stephen Kirkpatrick have stepped down from the Board of Wireless with immediate 
effect and Executive Chairman Richard Huntingford has agreed to step down with 
effect from the date of delisting. The Board would like to thank the Executive 
Chairman and the Non-Executive Directors for their service to Wireless and 
support during the Offer process, and wish them well for the future. 
 
Rebekah Brooks and David Dinsmore have been appointed as new directors of 
Wireless with immediate effect. There is no information that requires 
disclosure under paragraphs 9.6.13R(1) to (6) of the Listing Rules in respect 
of the new directors of Wireless. 
 
Cancellation of Listing 
 
Wireless wishes to announce that applications will be made to the UK Listing 
Authority and the Irish Stock Exchange for the cancellation of the admission to 
trading of Wireless Shares on the London Stock Exchange and Irish Stock 
Exchange. Wireless notes the announcement by News Corp UK & Ireland Limited on 
26 September 2016, that its Offer to acquire the entire issued and to be issued 
share capital of Wireless had become wholly unconditional and accordingly, the 
cancellation notice period commenced on 26 September 2016. It is anticipated 
that cancellation of listing and trading will take effect no earlier than 8.00 
a.m. (Irish time) on 24 October 2016. 
 
Name of contact and telephone number for queries: 
 
James Devas at Maitland [phone] 
 
For and on behalf of Wireless Group plc 
 
Norman McKeown 
 
Group Finance Director & Company Secretary 
 
26 September 2016 
 
 
 
END 
 

(END) Dow Jones Newswires

September 26, 2016 04:28 ET (08:28 GMT)