TIDMIGR
RNS Number : 9931K
IG Design Group PLC
08 January 2021
8 January 2021
IG Design Group PLC
(the "Company", the "Group" or "Design Group")
New Long Term Incentive Scheme
IG Design Group plc announces its intention to grant awards to
certain 'persons discharging managerial responsibilities' of the
Company ("PDMRs") under a new Long Term Incentive Value Creation
Scheme (the "VCS") approved by the Remuneration Committee of the
Company and aligned with the Company's growth strategy. The Company
has historically granted incentive awards annually following the
publication of full year audited financial results, however, the
Remuneration Committee determined it was appropriate to delay the
awards made under the VCS due to the uncertainty caused by
Covid-19. Participants in the VCS will not be granted any other
long-term incentive awards during the three-year performance period
of the VCS although the annual bonus and the existing in-flight
long term incentives will continue to operate.
In summary, VCS awards will allow participants to share, in
total, in up to 12.5 per cent. of the value created for investors
(the "VCS Pool"), provided that a minimum 7.5 per cent. CAGR on the
"Opening Valuation" (as described below) of the Company is achieved
over a three-year performance period from 1 April 2020 to 31 March
2023. In addition, a performance underpin will be included such
that, ordinarily, no VCS awards will vest unless the Adjusted
profit before tax for the 12 months to 31 March 2023 is at least
$60 million.
The value created for investors will be measured by any increase
in the market capitalisation of the Company from an "Opening
Valuation" of GBP433.7 million (being the market capitalisation
based on a base share price of GBP4.50 and the number of shares in
issue at 1 April 2020 - 96,366,796). The Remuneration Committee
determined the share price used for the purposes of the Opening
Valuation from an average of closing share prices in 2020. The
closing market capitalisation will be based on the volume weighted
average share price over the period of 30 days following
announcement of the audited results for the 12 months ending on 31
March 2023.
Appropriate adjustments shall be made in respect of any capital
raised from or returned to shareholders during the measurement
period.
Following the calculation of the VCS Pool, each participant's
allocation will be converted into a number of ordinary shares in
the Company by reference to the share price used to determine the
size of the VCS Pool. No individual award can be greater than
GBP12.5 million and the VCS has a total 7.5% dilution limit. Shares
will be released to the participants either following the
calculation of the VCS Pool or, in the case of the PDMR and certain
other senior executives' awards, following the end of a further two
year holding period. Awards may be structured as nil-cost options
which can be exercised from release until the tenth anniversary of
grant of the awards, or as conditional awards which deliver shares
for nil-cost automatically at release. The Remuneration Committee
retains the flexibility to settle awards in cash.
The PDMR awards, expressed as a percentage of the VCS Pool, are
set out below:
PDMR % allocation of VCS Pool
Paul Fineman 17.5%
Giles Willits 12.5%
Lance Burn 7.5%
In addition to the PDMR awards, further awards relating in
aggregate to a 62.5% allocation of the VCS Pool, are proposed to be
granted under the VCS to over 60 senior management employees across
the group, including a small percentage being held for future new
senior management employees. The awards have been made to align the
senior management team with the delivery of the Company's growth
plans.
The detailed terms of any awards granted will be set out in the
rules of the VCS which will include the treatment of VCS awards on
a change of control of the Company and in the event of termination
of employment. VCS awards shall ordinarily be forfeited upon
cessation of employment within the Company's group during the
vesting period, other than in the case of "Good Leavers". The VCS
will include malus and clawback provisions.
The information contains inside information.
For further information:
IG Design Group plc 01525 887310
Paul Fineman, Chief Executive
Giles Willits, Chief Financial
Officer
Canaccord Genuity Limited 020 7523 8000
Bobbie Hilliam, NOMAD
Alex Aylen, Sales
Alma PR
Rebecca Sanders-Hewett 020 3405 0205
Susie Hudson designgroup@almapr.co.uk
Sam Modlin
About IG Design Group plc
IG Design Group plc, the largest consumer gift packaging
business in the world, is a designer, innovator and manufacturer of
products that help people celebrate life's special occasions.
Design Group works with more than 11,000 customers in over 80
countries throughout the UK, Europe, Australia and the USA.
Its products are found in over 210,000 retail outlets, including
several of the world's biggest retailers, for example Walmart,
Target, Amazon, Costco, Lidl and Aldi. Its brand, Tom Smith, also
holds the Royal Warrant for the supply of Christmas crackers and
Christmas wrapping paper to the Royal family. Design Group is a
diverse business operating across multiple regions, categories,
seasons and brands.
Its five major product categories are: Celebrations, Craft,
Stationery and Creative Play, Gifting, and Not-for-resale
consumables. It offers customers a full end-to-end service from
design through to distribution, offering both branded and bespoke
products from the value-focused through to the higher-margin ends
of the market.
The Company was admitted to the Alternative Investment Market of
the London Stock Exchange in 1995 under the name 'International
Greetings plc' and rebranded to IG Design Group plc in 2016. For
further information please
visit www.thedesigngroup.com .
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January 08, 2021 02:00 ET (07:00 GMT)
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