10th Apr 2012 15:00
TYRATECH, INC.
("TyraTech" or the "Company")
10 April 2012
Director's Dealing and Issue of Shares and Amendment to Stock Appreciation Rights Agreement
Director's Dealing and Issue of Shares
TyraTech, Inc. (AIM: TYR), a natural life sciences company, announces that it has issued Alan Reade 1,369,010 common shares of US$0.001 in the Company ("Common Shares") each in lieu of a proportion of his annual salary for the period from 1 March 2012 to 28 February 2013.
Alan Reade has opted to take US$195,700 of his annual salary of US$302,500 in Common Shares of the Company. This amount will be satisfied by the issue of 2,453,423 Common Shares at 5p per common share. 1,369,010 Common Shares will be awarded to Alan Reade (the "Director Shares") and the remaining 1,084,413 Common Shares will be issued to the Company in respect of Mr. Reade's tax liability on the shares issue and these Common Shares will be held in Treasury (the "Treasury Shares").
The Director Shares will be restricted in that one twelfth of the Director Shares will vest on 9 April 2012, and one twelfth of the Restricted Shares will vest monthly thereafter until all such shares have vested, subject to Alan Reade's continued service with the Company through each vesting date.
Whilst all of the Director Shares have been issued to Alan Reade, along with the associated voting and dividend rights, he will be restricted from selling the Director Shares until they have vested on a monthly basis.
The Company has also issued 96,154 Common Shares (the "Consultant Shares") in consideration for services provided to the Company by a third-part marketing consultant.
Application will be made to the London Stock Exchange for the Director Shares, the Treasury Shares and the Consultant Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission and the commencement of dealings will take place on 16 April 2012.
Following Admission, the Company will have 107,607,255 Common Shares in issue. The number of restricted Common Shares trading under TIDM 'TYR' following Admission will be 95,814,933 and the number of unrestricted Common Shares trading under TIDM 'TYRU' following Admission will be 11,792,322.
The Company will hold 1,098,154 restricted Common Shares in Treasury.
Amendment to Stock Appreciation Rights ("SAR") Agreement
The Company also announces that it has amended the Company's current Employee and Director Stock Appreciation Rights Agreement in order to re-price 3,465,125 SARs (the "Re-Priced SARs") to an exercise price of 12p. SAR's which were fully vested at the re-pricing date are subject to a new twelve month vesting period. SAR's which were not fully vested at the re-pricing date will continue vesting based upon their original vesting schedule.
Additionally, the Company has issued 274,284 SARs at 12p to Directors and employees of the Company that will not vest prior to 6 March 2013 and expiring on 6 March 2022.
The Company now has a total of 4,211,909 SARs outstanding over Common shares at an average exercise price of 24p.
Director Shareholdings
Further to the issue of the Director Shares and the SARs above and the adjustments to the Re-Priced SARs:
Alan Reade will be interested in 7,561,358 Common Shares representing an interest of 7.03 per cent. of the total voting rights of the Company. In addition, Alan Reade is interested in 1,645,695 SARs in the Company as follows:
Options Held Option Exercise Price Expiry Date
100,570 12p 6 March 2022
550,000 10.5p 4 February 2020
995,125 12p 10 October 2020
James Hills will be interested in 365,500 Common Shares in the Company representing an interest of up to 0.34 per cent. of the total voting rights of the Company. In addition, James Hills is interested in 200,000 options over Common Shares in the Company as follows:
Options Held Option Exercise Price Expiry Date
200,000 12p 10 October 2020
Barry Riley will be interested in 2,255,556 Common Shares in the Company representing an interest of up to 2.10 per cent. of the total voting rights of the Company. In addition, Barry Riley is interested in 200,000 options over Common Shares in the Company as follows:
Options Held Option Exercise Price Expiry Date
200,000 12p 10 October 2020
For further information please contact:
TyraTech Inc.
Alan Reade, Executive Chairman Tel: +1 919 415 4310
Peter Jerome, Chief Financial Officer Tel: +1 919 415 4280
N+1 Brewin, Nominated Adviser and Joint Broker
Aubrey Powell / Robert Beenstock Tel: +44 20 3201 3170
First Columbus LLP, Joint Broker
Chris Crawford Tel: +44 20 3002 2070
Related Shares:
Tyratech