SOFTWARE CIRCLE PLC — Director's Dealing 2020

Apr 28, 2020

National Storage Mechanism | Additional information

RNS Number : 1647L

Grafenia plc

28 April 2020

28 April 2020

Grafenia plc

("Grafenia", the "Group" or "Company")

Share Stake Scheme and Director/PDMR notification

Grafenia (AIM: GRA) announces the launch of a new Share Stake Scheme (the "Scheme"). This allows team members to elect to forgo a proportion of their remuneration receivable from the Company, in return for the receipt of new ordinary shares of one penny each in the Company ("New Ordinary Shares").

All of the Executive Directors have elected to receive between 20% and 30% of their monthly net remuneration in New Ordinary Shares from 1 April 2020 for a period of seven months. Non Executive Directors have elected to receive 100% of their fees in New Ordinary Shares for the same period. The Company's Chairman, Jan-Hendrik Mohr, has also donated his fee to "The Chairman's Seam Team Fund" for the same period.

The total number of New Ordinary Shares that will be issued to Directors under the Scheme is 649,310, representing 0.57% of the Company's enlarged issued share capital.

Jan-Hendrik Mohr, said "Since the outbreak of the pandemic, our teams have been working hard to support our clients, partners and each other. We've launched new products and initiatives in an attempt to help. Last week, we launched www.animasks.co.uk - a range of stylish animal face covers. We're donating 100% of all sales proceeds to NHS Charities. Today I'm announcing The Chairman's Seam Team Fund. I'm donating my director's fee to support the fund. The fund will provide up to 100 sewing machines to seamsters who have been furloughed or made redundant because of Coronavirus. We're asking people who can sew to volunteer to the cause. To make AniMasks and support the NHS by visiting www.animasks.co.uk/volunteer "

Team members are also now being invited to participate in the Scheme. It provides members of the Grafenia team the opportunity to become shareholders, or increase their existing shareholdings, whilst also enabling the Company to conserve cash resources during the ongoing COVID-19 crisis.

Peter Gunning, CEO of Grafenia said "Leadership Value #14 for our team members is 'Think like an owner'. The best way we know to achieve this is actually becoming an owner, as a shareholder. Many team members participated in our 3 year Save-as-you-Earn scheme, which matured last month. The timing of that wasn't great, to say the least. So, we're inviting team members to become Grafenia shareholders a different way. Those that are helping the Company conserve cash at the moment, will hopefully be rewarded when we come out the other side."

All New Ordinary Shares in respect of the Scheme will be issued in December 2020, at a price of 7.75p per share, which is above the current market price and the same as the exercise price of share options, which matured under the Company's Save as You Earn share scheme on 1 March 2020.

The total number of New Ordinary Shares that may be issued under the Scheme is capped at 3,000,000, representing 2.6% of the Company's enlarged issued share capital. The final number of New Ordinary Shares to be issued will depend on the level of participation in the Scheme by currently non-furloughed employees and potential additional participation by employees returning from furlough leave. The final number of New Ordinary Shares to be issued in respect of the Scheme will be announced in December 2020, along with the Directors' resulting percentage shareholdings.

Further details and the information required in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014 are set out at the end of this announcement.

Grafenia plc
Peter Gunning (Chief Executive Officer)			07973 191 632
Allenby Capital Limited (Nominated Adviser and broker)
David Hart / Liz Kirchner / Nicholas Chambers			0203 328 5656

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1.

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

PDMRs:

Peter Gunning	Chief Executive Officer
Iain Brown	Group Finance Director
Gavin Cockerill	Chief Operating Officer
Conrad Bona	Non-Executive Director
Simon Barrell	Non-Executive Director
Richard Lightfoot	Director & Company Secretary

2.

Reason for the Notification

a)

Position/status

See 1a) above

b)

Initial notification/Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Grafenia plc

b)

LEI

213800OKTI2518K5KM22

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 Financial instrument, type of instrument

Ordinary shares of 1p each in Grafenia plc

Identification code

GB0009638130

b)

Nature of the transaction

Acquisition of Ordinary Shares in lieu of a proportion of remuneration (Share Stake Scheme).

c)

Price(s) and volume(s)

Price: 7.75p

Volumes:

Peter Gunning	231,355
Iain Brown	84,208
Gavin Cockerill	87,644
Conrad Bona	83,588
Simon Barrell	85,358
Richard Lightfoot	77,166

d)

Aggregated information:

Aggregated volume

Price

n/a

e)

Date of the transaction

28 April 2020

f)

Place of the transaction

Outside of a trading venue

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