Directors' Dealings
07 April 2010
The Company announces that the following awards over ordinary shares of 0.1 pence each in the Company ("Ordinary Shares") have today been granted in the form of nil cost options ("Awards") to the following Directors under the STM Group PLC 2010 Long-Term Incentive Plan ("Plan").
Director | Number of Ordinary Shares subject to the Awards |
Colin Porter - Chief Executive Officer | 1,666,667 |
Alan Kentish - Chief Financial Officer | 1,500,000 |
Following the above Awards, the interests over Ordinary Shares of the two directors are as follows:
Director | Number of Ordinary Shares held | % of current issued share capital | Total number of Ordinary Shares held under any option or Plan |
Colin Porter | 277,613 | 0.65% | 1,666,667 |
Alan Kentish | 2,877,500 * | 6.7% | 1,500,000 |
* Clifton Participations Inc, as trustee of the Perros Trust, of which Alan Kentish is a potential beneficiary, is interested in 2,850,000 Ordinary Shares, representing approximately 6.64% of the current issued share capital of the Company.
Overview of the Plan
The Plan is designed to retain and incentivise the Group's key staff to deliver significant sustainable profitable growth and increases in STM's share price during the three financial years ending 31 December 2012 ("Periods"). Each of the participants to the Plan will relinquish all existing bonus arrangements (if any) during the Periods.
Each Award is divided into three incremental tranches, one for each Period. The first tranche is for performance in the year ending 31 December 2010 and is for up to 1/6th of the Award ("Tranche 1"); the second tranche for the year ending 31 December 2011 is for up to 1/3rd of the Award ("Tranche 2"); and the third tranche for the year ending 31 December 2012 is for up to ½ of the Award ("Tranche 3").
Each Tranche is split further such that:
- 50% of each Tranche will be triggered if STM's three month volume weighted average share price ("VWAP") exceeds certain fixed targets ("Price Hurdles"); and;
- Up to 50% of each Tranche will be triggered if the Group's audited annual earnings per share ("EPS") exceeds certain fixed targets for each of the three Periods ("EPS Hurdles").
Price Hurdles
The three Price Hurdles have been set as follows:
- 50 pence for Tranche 1;
- 75 pence for Tranche 2; and
- 100 pence for Tranche 3.
Accordingly, it is only once STM's VWAP has exceeded 100p for a period of at least three consecutive months that the maximum of 50% of each Award will be made. Each of the Awards under the Price Hurdles is also subject to retention periods by the participants.
In the case of Alan Kentish, the Price Hurdle for Tranches 1 and 2 is 75 pence.
EPS Hurdles
The EPS Hurdles for each Period are as follows:
- 3.0 pence for the year ending 31 December 2010;
- 4.3 pence for the year ending 31 December 2011; and
- 6.2 pence for the year ending 31 December 2012.
The EPS Hurdles have been designed to incentivise sustainable growing profits and therefore underlying shareholder value. As such, increasing proportions of each Tranche will be issued if the Group exceeds the EPS Hurdles set out above.
Should the Group only meet each of the EPS Hurdles set out above, then no Awards are made. The Group must exceed the EPS Hurdles set out above by at least 10% in each Period for the first 1/3rd of each EPS Hurdle Tranche Award to be made. Should the Group exceed the EPS Hurdles by 15% in each Period, then a further 1/3rd of each EPS Hurdle Tranche Award will be made and should the Group exceed the EPS Hurdles by 20% in each Period, then the final 1/3rd of each EPS Hurdle Tranche Award will be made. Accordingly, for the maximum Awards to be made under the EPS Hurdle, then the Group needs to exceed the EPS Hurdles set out above in each of the designated Periods by at least 20%.
It is intended that further awards will be made under the Plan to other senior directors and employees of the Group in due course.
For further information, please contact:
STMGroup Plc | |
Colin Porter, Chief Executive Officer | Tel: 00 350 200 42686 |
[email protected] | www.stmgroupplc.com |
Evolution Securities | Tel: +44 (0) 20 7071 4300 |
Jeremy Ellis / Chris Clarke | www.evosecurities.com |
FinnCap | Tel: +44 (0)20 7600 1658 |
Tom Jenkins / Marc Young | www.finncap.com |
Media enquiries: | |
Abchurch | |
Henry Harrison-Topham / Mark Dixon | Tel: +44 (0) 20 7398 7702 |
[email protected] | www.abchurch-group.com |
Notes to editors:
STM is a multi-jurisdictional financial services group listed on the Alternative Investment Market of the London Stock Exchange. The Group specialises in the delivery of a wide range of financial service products to professional intermediaries and in the administration of assets for international clients in relation to retirement, estate and succession planning, and wealth structuring.
Today, STM has trading operations in Gibraltar, Malta, Jersey, and Spain. It has also recently opened satellite offices in South East Asia, the Middle East, and South Africa. The Group continues to expand through the development of additional products and services that its ever-more sophisticated clients demand.
STM has, for example, a dedicated international pensions division which specialises in Qualifying Recognised Overseas Pension Schemes (QROPS) and Qualifying Non-UK Pension Schemes (QNUPS); it also has a Gibraltar Life Insurance Company, STM Life Assurance PCC PLC, which provides life insurance bonds - wrappers in which a variety of investments, including investment funds, can be held.
Further information on STM Group can be found at www.stmgroupplc.com