26th Jul 2019 07:00
Embargoed until 07.00: 26 July 2019
Minds + Machines Group Limited
("MMX", the "Company" or "Group")
Grant of Options and RSU's and PDMR Notification
Minds + Machines Group Limited (AIM:MMX), the top-level domain registry company, announces that on 25 July 2019 awards of options over ordinary shares of nil par value in the Company ("Ordinary Shares") and Restricted Stock Units ("RSU") were made to certain directors of the Company ("Directors Awards") and certain senior managers of the Company ("Senior Managers") pursuant to the Company's LTIP.
Details of the options granted are as follows:
Name | Number of Options granted (subject to performance conditions) | Exercise Price |
Toby Hall* | 13,000,000 | Nil Paid |
Senior Management | 1,000,000 | Nil Paid |
* The options have been granted in the name of Florimont Limited, a company of which Toby Hall is the sole beneficiary
Details of the RSU's granted are as follows:
Name | Number of Options granted (subject to performance conditions) | Exercise Price |
Michael Salazar (CFO) | 13,000,000 | Nil Paid |
Senior Management | 1,750,000 | Nil Paid |
The Directors Awards will vest on the publication of the accounts of the Company for the year ended 31 December 2021 and are subject to the achievement of the following vesting conditions.
Vesting Criteria
·; 50% of the Directors' Awards will vest on a straight line basis, based on total shareholder return from a base price of above 5.8p** per Ordinary Share, up to full vesting at 11.6p per Ordinary Share; and
·; 50% will vest on a straight line basis based on the aggregate cash generation from operations of the Company (as determined by the Remunerations Committee) for the Financial Years 2019, 2020, and 2021 being between US$17 million and US$22 million (the final aggregate cash generation figure confirmed concurrent with publication of the Financial Report of the Company for the period to 31 December 2021).
** 5.8p was the 30 day VWAP at the time of the release of the Company's results on 3rd April 2019, the deemed reference point by the Remco.
As with previous LTIP awards, the Directors Awards include provisions for early vesting in the event of a change of control of the Group. The Directors Awards are part of the Company's long term incentive programme under which options are typically awarded on an annual basis with strict performance vesting criteria. Most recently, all of the 16m options and RSUs granted to the Directors in 2016 lapsed, as the performance criteria had not been met.
Senior Manager Awards
50% of the options and RSUs granted to the Senior Managers ("Senior Manager Awards") are at nil cost and, subject to the same performance conditions as outlined above in relation to the Directors' Awards as it relates to cash generation, will vest on the publication of the accounts of the Company for the year ended 31 December 2021. The Senior Manager Awards also include provisions for early vesting of options in the event of a change of control. The remaining 50% of the Senior Manager Awards will vest on publication of the accounts of the Company for the year ended 31 December 2021.
Deep Shah, a PDMR of the Company, has received 575,000 RSU pursuant to the Senior Manager Awards. Following the Senior Manager Awards, Mr Shah is interested in 1,350,000 options and 1,175,000 RSU's in the Company.
Following the Awards, Mr Hall and Mr Salazar's interests in the Company are as follows:
Name | Ordinary Shares | % of Existing share capital | Options | % of Existing share capital |
Toby Hall Florimont | 500,000 - | 0.05 - | - 21,000,000 | - 2.32% |
Michael Salazar | 1,975,050 | 0.21 | 21,000,000 | 2.48% |
Outstanding options, as a result of the Awards, now stand at 59,612,500, representing in aggregate 6.1 per cent. of the Company's issued shares on a fully diluted basis.
PDMR Notification
The notification below is made in accordance with the requirements of the EU Market Abuse Regulation, requiring 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 | A. Florimont Limited B. Michael Salazar C. Deep Shah | ||||||||||||
2 | Reasons for Notification | |||||||||||||
a) | Position / status | A. On behalf of CEO B. CFO C. VP Finance | ||||||||||||
b) | Initial notification / Amendment | Initial notification | ||||||||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||||||
a) | Name | Minds + Machines Group Limited | ||||||||||||
b) | LEI | (Pending) | ||||||||||||
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
Identification code | Ordinary shares of nil par value
ISIN: VGG614091012
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b) | Nature of the transaction | Grant of Options | ||||||||||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price
| See 4c) ab0ve | ||||||||||||
e) | Date of the transaction | [ ] | ||||||||||||
f) | Place of the transaction | A. Off market transaction B. Off market transaction C. Off market transaction | ||||||||||||
For further information
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About MMX
Minds + Machines Group Limited (LSE: MMX) is the owner of a world class portfolio of 32 ICANN approved top-level domains (gTLDs). The Company generates revenues through the registration and annual renewal of names by organisations and individuals within each of its top-level domains, sales being processed through the Group's network of global registrar and distribution partners.
The MMX portfolio is currently focused around generic names (e.g. .work, .vip), consumer interest (e.g. .fashion, .wedding), lifestyle (e.g. .fit, .surf, .yoga), professional occupations (e.g. .law), and geographic domains (e.g. .london, .boston, .miami, .bayern). In 2018, the Company completed its first acquisition, the ICM portfolio, and recently launched its first innovation based project, .luxe, which combines the strengths of the World Wide Web's naming system with that of blockchain. For more information on MMX and its rapidly growing renewal base, please visit www.mmx.co.
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MMX.L