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Euromoney Ins.InvPLC (ERM)

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Wednesday 30 June, 2010

Euromoney Ins.InvPLC

Director/PDMR Shareholding

RNS Number : 5370O
Euromoney Institutional InvestorPLC
30 June 2010
 



EUROMONEY INSTITUTIONAL INVESTOR PLC (the "Company")

Announcement of grant of share options

 

The Euromoney Institutional Investor PLC 2010 Company Share Option Plan (the "CSOP") was approved by shareholders at the Annual General Meeting ("AGM") held on January 21, 2010 and has been duly adopted. The CSOP was approved by HMRC on June 21, 2010.  A summary of the main provisions of the CSOP was included in the AGM circular sent to shareholders on December 18, 2009.

 

The rules of the CSOP provide for the grant of options to employees and directors of the Company's group who are subject to taxation in the United Kingdom.  On June 28, 2010 the Company's board approved the following grant of options under the CSOP to the Company's executive directors and PDMRs as set out below:

 

 

Name

Director/PDMR

Number of CSOP options granted

Exercise price (£)

SM Brady

Director

            4,972

6.0334

NF Osborn

Director

            4,972

6.0334

CR Jones

Director

            4,972

6.0334

JL Wilkinson

Director

            4,441

6.0334

CHC Fordham

Director

            4,972

6.0334

DC Cohen

Director

            3,454

6.0334

RP Daswani

PDMR

            4,972

6.0334

DRJ Williams

PDMR

            4,972

6.0334

GB Strahan

PDMR

            4,972

6.0334

R Davies

PDMR

            4,972

6.0334

 

 

The CSOP options granted comprise a right to subscribe for ordinary shares of 0.25 pence per share in the capital of the Company. In accordance with the terms of the CSOP, no consideration was payable on the grant of the CSOP options and the exercise price per ordinary share was equal to the market value of an ordinary share on the date of grant of the CSOP option.

 

As announced on April 1, 2010, each director and PDMR listed above was granted an award (the "Award") under the terms of the Euromoney Institutional Investor PLC 2010 Capital Appreciation Plan (the "2010 CAP"), which was also adopted at the AGM on January 21, 2010.

 

The CSOP option will vest on the same terms as, and become exercisable at the same time as, the Award. Accordingly, the CSOP option will not vest and become exercisable until a performance condition has been achieved.  The performance condition, initially, requires that the group achieves Adjusted PBT* of £100 million by no later than the financial year ending September 30, 2013. 

 

The CSOP option will only vest to the extent that the intrinsic value in the CSOP option (i.e. the market value on the date of vesting of the ordinary shares which may be acquired on exercise of the CSOP option less the exercise price relating to such ordinary shares) is no greater than the value of the Award at the relevant date.  The number of ordinary shares in respect of which the Award will vest under the 2010 CAP will be reduced to take account of the intrinsic value in the CSOP option on the relevant date.

 

Once, and to the extent vested, the CSOP option will remain exercisable for a period of one month and will then lapse. 

 

 

Waiver of existing share options

On June 28, 2010 CHC Fordham waived 5,576 executive share options in the ordinary shares of 0.25 pence per share in the capital of the Company with an exercise price of £5.38, granted to him under the 1996 executive share option scheme on March 2, 2001 and which expire on March 2, 2011.

 

This announcement relates to a transaction notified in accordance with DTR 3.1.2R.

 

 

 

 

 

* Adjusted PBT is profit before tax, goodwill amortisation and impairment, exceptional items, movements in acquisition option commitment values, imputed interest on acquisition option commitments, foreign exchange gains or losses on tax equalisation contracts on hedges of intragroup financing and the cost of the 2010 CAP and the CSOP but after any charge for redundancy costs, as reported in the audited annual financial statements of the Company.


This information is provided by RNS
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