TIDMSCE
RNS Number : 7728Z
Surface Transforms PLC
16 January 2024
16 January 2024
Surface Transforms plc
("Surface Transforms" or "the Company")
Award of LTIP shares options
Surface Transforms (AIM:SCE), manufacturers of carbon fibre
reinforced ceramic automotive brake discs, announces that, it has
granted, in total, 7.3m share options to three PDMRs and five
non-PDMR senior managers pursuant to its long term incentive plan
("LTIP") approved by shareholders at the 2023 AGM (the
"Options").
Kevin Johnson (CEO) has been awarded 2.50m Options, Isabelle
Maddock (CFO) 1.37m, Stephen Easton (COO) 1.20m, and the five other
senior managers a total of 2.21m. The exercise price of the Options
is 10.98p being the volume weighted average price ("VWAP") up to 12
January 2024, the last practicable date prior to grant. The Options
represents 2.1% of the total issued share capital of the
Company.
The Options vest at the third anniversary of grant if the
following vesting requirements are met:
-- EBITDA per share between 3.34 pence (10.5 % of the award) and
4.00 pence per share (30% of the award). This is based on achieving
between GBP12.5m EBITDA and GBP15m EBITDA in the year to 31
December 2026
-- Installation of realisable GBP75m sales capacity (30% of the award)
-- Share price above 60p on a VWAP basis for the 20 days prior
to the vesting date (20% of the award)
-- A commercially confidential strategic milestone providing
additional technical excellence, aimed at maintaining the Company's
technical leadership in the marketplace (20% of the award)
The vesting criteria are independent of each other, albeit
clearly linked if the separate criteria are to be achieved.
After exercise, the participants in the LTIP will be required to
maintain a level of shareholding proportional to their salary.
The Company also intends to launch an HMRC approved share
incentive plan ("SIP") for the whole workforce in April 2024. The
broad outline of this scheme was also approved by shareholders at
the 2023 AGM. Further details of the SIP will be announced in due
course.
David Bundred (Chairman) said "The background to the launch of
this new LTIP scheme was described at the time of the AGM as it
replaces the previous Enterprise Management Incentive (EMI) Scheme.
The awards and vesting criteria will materially assist retention
and motivation of our key executives, a critical foundation of our
ongoing success.
The vesting criteria are set in line with our long standing
strategic objectives. The share price target is set at a level
higher than any of the fundraising events since the start of the
Company, with the EBITDA targets being based on recovering from
recent operational problems and getting back to the original
plan.
We look forward to achieving these objectives."
For enquiries, please contact:
Surface Transforms plc +44 151 356 2141
David Bundred, Chairman
Kevin Johnson CEO
Isabelle Maddock CFO
Zeus (Nominated Adviser and Joint Broker) +44 203 829 5000
David Foreman / Dan Bate / James Edis (Investment
Banking)
Dominic King (Corporate Broking)
Cavendish Capital Markets Ltd (Joint Broker) +44 20 7220 0500
Ed Frisby / Abigail Kelly (Corporate Finance)
Andrew Burdis / Harriet Ward (ECM)
About Surface Transforms
Surface Transforms plc. (AIM:SCE) develops and produces
carbon--ceramic material automotive brake discs. The Company is the
UK's only manufacturer of carbon--ceramic brake discs, and only one
of two mainstream carbon ceramic brake disc companies in the world,
serving customers that include major OEMs in the global automotive
markets.
The Company utilises its proprietary next generation Carbon
Ceramic Technology to create lightweight brake discs for
high--performance road and track applications for both internal
combustion engine cars and electric vehicles. While competitor
carbon--ceramic brake discs use discontinuous chopped carbon fibre,
Surface Transforms interweaves continuous carbon fibre to form a 3D
matrix, producing a stronger and more durable product with improved
heat conductivity compared to competitor products; this reduces the
brake system operating temperature, resulting in lighter and longer
life components with superior brake performance. These benefits are
in addition to the benefits of all carbon--ceramic brake discs vs.
iron brake discs: weight savings of up to 70%, longer product life,
consistent performance, reduced brake pad dust and corrosion
free.
The Company holds the London Stock Exchange's Green Economy
Mark.
For additional information please visit
www.surfacetransforms.com
Notification and public disclosure of transactions by Persons
Discharging Managerial
Responsibilities ("PDMR") and persons closely associated with
them ("PCA")
Notification of a Transaction pursuant to Article 19(1) of Regulation
(EU) No. 596/2014
1 Details of the person discharging managerial responsibilities/person
closely associated
-----------------------------------------------------------------------
a. Name (1) Kevin Johnson
(2) Isabelle Maddock
(3) Stephen Easton
------------------------------------ ---------------------------------
2 Reason for notification
------------------------------------ ---------------------------------
a. Position/Status (1) CEO
(2) CFO
(3) COO
------------------------------------ ---------------------------------
b. Initial notification/ Initial Notification
Amendment
------------------------------------ ---------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------
a. Name Surface Transforms plc
------------------------------------ ---------------------------------
b. LEI 213800GQHNJPE5O8XO79
------------------------------------ ---------------------------------
4 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
-----------------------------------------------------------------------
a. Description of the Ordinary Shares of 1p each
financial instrument,
type of instrument
Identification Code ISIN: GB0002892528
b. Nature of the transaction Grant of o ptions under Surface Transforms
plc's 2024 LTIP
--------------------------- -------------------------------------------------
c. Price(s) and volume(s) Price(s) Volume(s)
--------------------------- ------------------------ ---------- ----------
(1) Kevin Johnson 10.98p 2,504,554
--------------------------------------------------------- ---------- ----------
(2) Isabelle Maddock 10.98p 1,366,120
--------------------------------------------------------- ---------- ----------
(3) Stephen Easton 10.98p 1,195,355
--------------------------------------------------------- ---------- ----------
d. Aggregated information Same as 4(c)
- Aggregated Volume
* Price
--------------------------- -------------------------------------------------
e. Date of the transaction 15 January 2024
--------------------------- -------------------------------------------------
f. Place of the transaction Outside a trading venue
--------------------------- -------------------------------------------------
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END
DSHBFMMTMTJBMPI
(END) Dow Jones Newswires
January 16, 2024 02:00 ET (07:00 GMT)
Grafico Azioni Surface Transforms (LSE:SCE)
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