12 April 2002
TO: Regulatory News Service
The London Stock Exchange
Re: Xansa plc Scrip Dividend and Chapter 16, Paragraph 13 of CONTINUING
Xansa plc (the "Company") announces that 280,703 ordinary shares of 5 pence each
("Ordinary Shares") have been admitted to the Official List and dealings
commenced on Friday, 12 April 2002. These Ordinary Shares have been issued as a
result of elections received pursuant to the Company's scrip dividend offer in
respect of the interim dividend for the year ending 30 April 2002. These
Ordinary Shares will rank pari passu with the Company's existing issued Ordinary
The Company further announces that it received notification on 12 April 2002
that the following non-executive director was allocated Ordinary Shares having
elected to participate in the scrip dividend offer at 286.8 pence per Ordinary
Professor Neil Hood: 58 Ordinary Shares increasing
his beneficial and non-beneficial interests in the
Company's Ordinary Shares to 20,657.
In addition, the Company announces that it received notification on 12 April
2002 for the purposes of Section 329 of the Companies Act 1985, that the trustee
of the Xansa Employee Trust (the "Trust") has transferred 2,001 Ordinary Shares
to participants exercising options granted under the Company's ShareSave Scheme.
The Ordinary Shares were transferred by Xansa Employee Trust Company Limited as
trustee of the Trust and Xansa QUEST. The Trust and the Xansa QUEST are
discretionary trusts for the benefit of employees of the Company and its
subsidiaries, which operate in conjunction with the Company's ShareSave Scheme
and All Employee Share Option Scheme (together the "Schemes") and hold Ordinary
Shares to satisfy existing options granted under the Schemes.
1. Mr G R Dunn, an executive director of the Company is also a director of Xansa
Employee Trust Company Limited.
2. Transactions notified on 12 April 2002 in relation to the Trust.
Scheme Date of Transaction Number of Ordinary Option Price of
Shares Transferred Ordinary Shares
ShareSave 12.04.02 2,001 £2.23
The Company also received notification on 12 April 2002 that the Xansa Employee
Trust Company Limited was allocated 89,564 Ordinary Shares having elected to
participate in the Company's scrip dividend offer. As a consequence of this and
the above ShareSave exercise, the total holding of the Trust and the Xansa QUEST
amounts to 37,691,572 Ordinary Shares (Trust: 24,504,473 and Xansa Quest:
The Company further announces that it received notification on 11 April 2002
that Xansa Trustee Company Limited, trustee of the Inland Revenue approved Xansa
All Employee Share Ownership Plan ('AESOP') had purchased 85,241 Ordinary Shares
on 11 April 2002 at £2.09 each. The Ordinary Shares had been purchased under the
"Partnership" shares section of the AESOP from funds received from participating
Under the terms of the AESOP, "Partnership" shares are matched on a 1:1 basis.
"Matching" shares are transferred out of the Xansa QUEST into the AESOP at nil
As a consequence of this purchase and transfer of Ordinary Shares, the total
holding of the AESOP amounts to 4,224,450 Ordinary Shares.
Mrs J L Connell and Mr G R Dunn, executive directors of the Company, are
directors of Xansa Trustee Company Limited.
The Company also received notification on 11 April 2002 that the executive
directors named below were allocated 120 Ordinary Shares each (60 "Partnership"
shares and 60 "Matching" shares) having elected to participate in the AESOP.
Their beneficial and non-beneficial interests in Ordinary Shares (excluding
options) have therefore increased to:
Name: Ordinary Shares
Mrs H M Cropper: 4,691,704
Mr G R Dunn: 11,609
Mr S R Weston: 6,666
Mr A L Wood: 2,018,180
12 April 2002
This information is provided by RNS
The company news service from the London Stock Exchange