IQE Iqe Plc

 
TIDMIQE 
 
 
   06 August 2019 
 
   IQE plc 
 
   ("IQE" or the "Company") 
 
   Director/PDMR Shareholding 
 
   Cardiff, UK. 6(th) August 2019: IQE plc (AIM: IQE), the leading global 
supplier of advanced wafer products and materials solutions to the 
semiconductor industry, was notified on 02 August 2019 that Dr Drew 
Nelson, Chief Executive Officer of the Company, has entered into a sale 
and repurchase agreement with Equities First Holdings ("EFH") for 
11,000,000 ordinary shares of 1 pence each in the Company ("EFH Sale 
Shares"), out of his total beneficial holding (including persons closely 
associated) of 36,140,417 ordinary shares (the "Agreement"). 
 
   Under the terms of the Agreement, he is obligated to repurchase (and EFH 
is obligated to sell to Dr Nelson) all these EFH Sale Shares at the end 
of a three year term, ending on 02 August 2022.  The price at which he 
has sold and is required to repurchase the EFH Sale Shares is 43.96 
pence per share. The Agreement provides that he has transferred all 
title and waives his voting rights in these EFH Sale Shares. However, 
under the terms of the agreement, EFH is prohibited from short selling 
or voting the EFH Sale Shares during the term of the agreement. 
Furthermore, EFH will pay Dr Nelson income that reflects any dividends 
as they arise from all of these EFH Sale Shares during the entire period, 
as if Dr Nelson had continued to own all the EFH Sale Shares himself. 
 
   The monies raised will principally be used to satisfy income tax and NI 
obligations following the exercise of 7,681,199 share options by Dr 
Nelson, as announced on 29 April 2019. Under HMRC rules, income tax and 
National Insurance becomes payable through PAYE directly upon the 
exercise of share options. Consequently, Directors often need to 
immediately sell at least half of the exercised shares to cover this tax 
and NI liability. In the case of Dr Nelson, he has elected to raise the 
tax and NI monies through these arrangements in order to retain all of 
the ordinary shares resulting from the exercise of share options, 
thereby maximising his overall shareholding in the Company.  The 
remainder of the monies raised are intended to be used to fund future 
tax liabilities and NI due on the exercise of share options if they 
arise, as well as fund further potential share purchases and cover any 
margin calls which may occur under the Agreement.  The share option 
exercises of 29 April were part of IQE's LTIP, and Dr Nelson was under 
no time obligation to exercise such share options, but chose to do so at 
this time in order to maximise his shareholding in the Company. He used 
an identical share sale and repurchase agreement with EFH in October 
2014, for the same purposes, which resulted in the repurchase of 
18,000,000 ordinary shares by Dr Nelson from EFH in September 2017. 
 
   Following the transaction, Dr Nelson has a beneficial interest in 
36,140,417 ordinary shares, representing 4.56% of the Company's issued 
share capital. 
 
   The notification set out below is provided in accordance with the 
requirements of the EU Market Abuse Regulation. 
 
   Notification of a Transaction pursuant to Article 19(1) of Regulation 
(EU) No. 596/2014 
 
 
 
 
1.  Details of the Person discharging managerial responsibilities 
     ("PDMR") / person closely associated with them ("PCA") 
    -------------------------------------------------------------------------------- 
a)  Name                     Dr Andrew Nelson 
    -----------------------  ------------------------------------------------------- 
2.  Reason for the notification 
    -------------------------------------------------------------------------------- 
a)  Position / status        PDMR (CEO) 
    -----------------------  ------------------------------------------------------- 
b)  Initial notification /   Initial notification 
    amendment 
    -----------------------  ------------------------------------------------------- 
3.  Details of the issuer, emission allowance market participant, 
     auction platform, auctioneer or auction monitor 
    -------------------------------------------------------------------------------- 
a)  Name                     IQE plc 
    -----------------------  ------------------------------------------------------- 
b)  Legal Entity Identifier  213800Y33WHD3ESJJP16 
    -----------------------  ------------------------------------------------------- 
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 1 pence each in the Company 
    financial instrument      GB0009619924 
    -----------------------  ------------------------------------------------------- 
b)  Nature of the            Entered into a sale and repurchase agreement with 
    transaction               Equities First Holdings for 11,000,000 Ordinary Shares 
    -----------------------  ------------------------------------------------------- 
c)  Price(s) and volume(s)   11,000,000 ordinary shares at 43.96 pence per share 
    -----------------------  ------------------------------------------------------- 
d)  Aggregated information 
    --    Aggregated volume    11,000,000 ordinary shares at 43.96 pence per share 
    --    Aggregated price 
    -----------------------  ------------------------------------------------------- 
e)  Date of the              02 August 2019 
    transaction(s) 
    -----------------------  ------------------------------------------------------- 
f)  Place of the             Outside a trading venue 
    transaction 
    -----------------------  ------------------------------------------------------- 
 
 
   CONTACTS: 
 
   IQE plc 
 
   +44 (0) 29 2083 9400 
 
   Drew Nelson 
 
   Tim Pullen 
 
   Peel Hunt LLP (Nomad and Joint Broker) 
 
   +44 (0) 20 7418 8900 
 
   Edward Knight 
 
   Nick Prowting 
 
 
 
   Citigroup Global Markets Limited (Joint Broker) 
 
   +44 (0) 20 7986 4000 
 
   Christopher Wren 
 
   Peter Catterall 
 
   Headland Consultancy 
 
   Andy Rivett-Carnac: +44 (0) 7968 997 365 
 
   Chloe Francklin: +44 (0) 7834 974 624 
 
   ABOUT IQE 
 
   http://iqep.com 
 
   IQE is the leading global supplier of advanced semiconductor wafers that 
enable a diverse range of applications. IQE uses advanced crystal growth 
technology (epitaxy) to manufacture and supply bespoke semiconductor 
wafers 'epi-wafers' to the major chip manufacturing companies, who then 
use these wafers to make the chips. 
 
   IQE's products are found in many leading-edge consumer, communication, 
computing and industrial applications, including a complete range of 
wafer products for the wireless industry, such as smartphones and 
wireless infrastructure, Wi-Fi, base stations, and satellite 
communications; optical communications, optical storage, printing, 
thermal imagers, leading-edge medical technologies, automotive and 
aerospace technologies, a variety of advanced silicon based systems and 
high efficiency concentrator photovoltaic (CPV) solar cells. 
 
   IQE is headquartered in Cardiff UK and operates manufacturing and R&D 
facilities worldwide. 
 
 
 
 

(END) Dow Jones Newswires

August 06, 2019 02:00 ET (06:00 GMT)

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