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Kiotech International (ANP)

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Tuesday 27 September, 2011

Kiotech International

Director/PDMR Shareholding

Director/PDMR Shareholding

Kiotech International Plc

KIOTECH INTERNATIONAL PLC (“Kiotech” or “the Company”)

Issue of Shares under Joint Share Ownership Scheme

The Company announces that the Company has, on 27 September 2011, issued and allotted a total of 587,742 new ordinary shares of 23p each in the Company (“Ordinary Shares”), representing 3.15 per cent of the enlarged issued share capital of the Company, at a subscription price of 85.5p per ordinary share, this being the closing price of a share in the Company on 26 September 2011, pursuant to The Kiotech International plc Employees’ Joint Share Ownership Plan (“the Plan”).

The shares have been respectively issued into the joint beneficial ownership of (i) each of the three participating executive Directors named below and (ii) the trustee of The Kiotech International plc Employees’ Share Trust (“the Trust”) upon and subject to the terms of joint ownership agreements (“JOAs”) respectively entered into between the Director concerned, the Company and RBC cees Trustee Limited as trustee of the Trust (“the Trustee”). The aggregate subscription monies for the jointly owned shares, totalling £502,519, have been paid by the Trustee out of monies advanced on loan to the Trustee by the Company.

Name of Director   Jointly Owned Shares Awarded   Total Subscription Monies (at 85.5 pence per Share)   Subscription monies paid by Director
Richard Edwards 42,742 36,544 nil
David Bullen 370,000 316,350 nil
Karen Prior 175,000 149,625 nil

The participating directors’ interests in the Jointly Owned Shares vest after three years.

Application has been made for admission to trading on AIM of the new Ordinary Shares, which is expected to be effective from tomorrow, 28 September 2011.


The Plan was established and approved by resolution of the non-executive Directors on 26 September 2011 and provides for the acquisition by employees, including executive Directors, of beneficial interests as joint owners (with the Trust) of Ordinary Shares in the Company upon the terms of a JOA. The terms of the JOA provide, inter alia, that if jointly owned shares become vested and are sold, the proceeds of sale will be divided between the joint owners so that the participating Director receives an amount equal to any growth in the market value of the Jointly Owned Shares since the time of issue of these shares, less a “carrying cost” (equivalent to simple interest at 4.5 per cent per annum on the initial market value of the shares), and the Trust receives the initial market value of the jointly owned shares plus the carrying cost.

A participating Director’s interest in the Jointly Owned Shares will vest after 3 years unless he or she leaves the Company within that period for any reason other than death, injury, disability or ill-health, retirement or in consequence of the sale of a business or subsidiary.

Disclosure and Transparency Rules

In accordance with the FSA’s Disclosure and Transparency Rules, the Company’s issued share capital following the issue of the new Ordinary Shares will comprise 18,887,694 ordinary shares of 23p with voting rights. The Company holds 235,000 shares in Treasury. The total number of ordinary shares in issue (excluding shares held as treasury shares) is 18,652,694 and may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Disclosure and Transparency Rules.


Kiotech International plc
Richard Edwards, Executive Vice-Chairman +44 (0)777 641 7129
Karen Prior, Group Finance Director +44 (0)771 863 2303

Matthew Robinson / Henrik Persson - Corporate Finance
Stephen Norcross - Corporate Broking
+44 (0)20 7220 0500

a d v e r t i s e m e n t