TIDMRWS
RNS Number : 7735L
RWS Holdings PLC
15 January 2021
For immediate release 15 January 2021
RWS Holdings plc
PDMR Shareholding, Exercise of Options and Issue of Shares
RWS Holdings plc ("RWS"), the world's leading language services
and technology group, announces that certain employees of the RWS
group exercised in aggregate 296,599 options over ordinary shares
in SDL Limited (formerly SDL plc) ("SDL"). The options exercised
relate to LTIPs and other option schemes of SDL ("SDL Share
Plans"). In accordance with SDL's articles of association (as
amended pursuant to and as part of the all-share combination of RWS
and SDL, which became effective on 4 November 2020
("Combination")), each of the shares to be allotted by SDL
following such exercise of options under the SDL Share Plans would
be exchanged for 1.2246 ordinary shares of 1 pence each in RWS
("RWS Shares"). As a consequence, 363,203 RWS Shares in aggregate
were allotted on 12 January 2021.
Of this total, Thomas Labarthe, a PDMR, was issued 190,797 RWS
Shares and his total shareholding is now 192,926 RWS Shares,
representing 0.05 per cent. of RWS's total issued share capital and
total voting rights.
Pursuant to the exercise of options under the SDL Share Plans
and the exchange for RWS Shares referred to above, RWS confirms
that application has been made to the London Stock Exchange for the
admission of 363,203 RWS Shares to trading on AIM. Admission is
expected to take place at 8.00am on 21 January 2021.
As set out in the circular to shareholders dated 17 September
2020, an estimated 115,225,204 RWS Shares were expected to be
issued as consideration for SDL pursuant to the Combination. Of
this number, 113,338,511 RWS Shares were issued on 5 November 2020
on completion of the Combination and, as referred to above, a
further 363,203 RWS Shares were issued on 12 January 2021. There
remains a maximum of a further 504,459 RWS shares which may be
issued as a consequence of exercises under the SDL Share Plans. The
balance of approximately 1.0 million RWS Shares which were
originally expected to be issued in connection with the Combination
will not now be issued due to a combination of factors, including
options which were settled in cash as a result of local securities
law and options which have lapsed.
Of the RWS Shares which may be issued as a result of future
exercises of options under the SDL Share Plans:
up to 189,566 RWS Shares may be issued in relation to the SDL
2018 UK sharesave plan between August 2021 and February 2022
pursuant to having elected to roll over into an equivalent RWS
sharesave plan;
up to 86,142 RWS Shares may be issued in relation to the SDL
2019 UK sharesave plan between August 2022 and February 2023
pursuant to having elected to roll over into an equivalent RWS
sharesave plan; and
up to 228,751 RWS Shares may be issued in relation to exercises
under other SDL Option Plans by 2 May 2021 at the latest.
Total Voting Rights
Following admission, there will be 388,890,206 RWS Shares in
issue with each share carrying the right to one vote. RWS has no
shares held in treasury. The total number of voting rights in RWS
following admission will therefore be 388,890,206.
1. Details of the person discharging managerial responsibilities
/ person closely associated
a. Name Thomas Labarthe
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2. Reason for the notification
---------------------------------------------------------------------------------
a. Position/status President, RWS Language Services and Technology
------------------------------- ------------------------------------------------
b. Initial notification/Amendment Initial notification
------------------------------- ------------------------------------------------
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
---------------------------------------------------------------------------------
a. Name RWS Holdings plc
------------------------------- ------------------------------------------------
b. LEI 213800YGBGTTSKUVK111
------------------------------- ------------------------------------------------
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 Ordinary shares of 1p each
the GB00BVFCZV34
Financial instrument,
type
of instrument
Identification
code
------------------------------- ------------------------------------------------
b. Nature of the 1) Exercise of share options over ordinary
transaction shares
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c. Price(s) and Price(s) Volume(s)
volume(s) Option exercise 0.00817 GBP 190,797
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------------------------------- ------------------------------------------------
d. Aggregated information Price(s) Volume(s)
* Aggregated volume Option exercise 0.00817 GBP 190,797
------------- ----------
* Price
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e. Date of the transaction 12 January 2021
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f. Place of the London Stock Exchange, AIM
transaction
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For further information, please contact:
RWS Holdings plc
Andrew Brode, Chairman
Richard Thompson, Chief Executive Officer
Des Glass, Chief Financial Officer 01753 480796
MHP (Financial PR advisor) rws@mhpc.com
Katie Hunt / Simon Hockridge 0203 128 8100
Numis (Nomad & Joint Broker)
Stuart Skinner / Kevin Cruickshank / Will Baunton 0207 260 1000
Berenberg (Joint Broker)
Ben Wright / Toby Flaux / Alix Mecklenburg-Solodkoff 0203 207 7800
About RWS:
RWS is the world's leading language services and technology
group. Over the last 60 years, the company has built a reputation
for quality, reliability and flexibility with its global team of
translators, searchers and technical experts.
RWS's specialist divisions combine the latest technology, proven
processes and highly skilled staff to deliver complex services at
each stage of the product lifecycle to meet the diverse needs of a
global, client base spanning Europe, Asia Pacific, and North and
South America across a range of sectors including technology,
pharmaceutical, medical, chemical, automotive, and
telecommunications.
With headquarters in the UK, RWS is publicly listed on AIM, the
London Stock Exchange regulated market (RWS.L).
For further information, please visit: www.rws.com
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