TIDMNANO
RNS Number : 6614A
Nanoco Group PLC
23 January 2024
23 January 2024
NANOCO GROUP PLC
(" Nanoco ", the "Group" or the "Company" )
NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY
Nanoco (LSE: NANO), a world leader in the development and
manufacture of cadmium-free quantum dots and other specific
nanomaterials emanating from our technology platform, announces
that on 23 January 2024 nil-cost options over ordinary shares of 10
pence each in the Company ("Ordinary Shares") were granted under
both the Nanoco Group 2015 Long Term Incentive Plan (the "LTIP")
and the Nanoco 2015 Deferred Bonus Plan (the "DBP") to the
executive directors and other staff as noted below.
Name of Director / PDMR Options granted Options granted Total resultant
under LTIP under DBP options held
Brian Tenner (CEO - Director,
PDMR) 2,255,220 577,736 6,904,550
---------------- ---------------- ----------------
Nigel Pickett (CTO - Director,
PDMR) 1,604,897 424,667 5,170,926
---------------- ---------------- ----------------
Liam Gray (CFO - Director,
PDMR) 1,148,112 294,894 3,138,288
---------------- ---------------- ----------------
Other non-disclosable
staff 2,556,312 194,904 n/a
---------------- ---------------- ----------------
Total number of options
granted 7,564,541 1,492,201 n/a
---------------- ---------------- ----------------
Ordinarily the number of options awarded under the LTIP and DBP
would have been calculated by reference to the average closing
mid-market share price for the three days after the announcement of
the Group's results for the year ending 31 July 2023. This was
16.58 pence.
However, the Group has delayed the annual issue of options until
after the delivery and announcement of a series of important
production and development agreements. With the announcement of the
two-year development agreement with STMicroelectronics ("ST") on 12
January 2024, the Company is now able to issue these options.
During this period, the share price has appreciated, and the Board
felt it appropriate to reflect this increase in the calculation of
the awards and hence has used the average closing mid-price in the
three days after the ST announcement. This was 19.97 pence.
The use of the higher price to calculate the number of awards
has resulted in a reduction in the number of awards to each person
by approximately 17%.
DBP
The DBP options are subject to a two-year holding period and
ordinarily will vest following the announcement of Nanoco's results
for its financial year ending 31 July 2025. There are no further
performance conditions for the DBP options.
LTIP
The vesting of the LTIP options is subject to the achievement of
two performance conditions. Fifty percent (50%) will vest depending
on absolute total shareholder return ("Absolute TSR") over the
three-year performance period ending 31 July 2026. Absolute TSR is
calculated as the sum of any change in the market capitalization of
the Group plus any dividends paid during the performance period.
Fifty percent (50%) will vest depending on growth in the Group's
revenue over the same three-year performance period.
The Board has adopted Absolute TSR as one of two performance
conditions for the last two years due to the potentially distorting
effects of any return of capital on a simple share price target.
The table below sets out the targets for Absolute TSR.
Range Absolute TSR Proportion of
(equivalent CAGR (%) and share award that will
price) vest
Below threshold Less than GBP30.9 million Nil
--------------------------------- -----------------
GBP30.9 million (15% CAGR,
Threshold 27.8 pence) 25%
--------------------------------- -----------------
GBP43.2 million (20% CAGR,
Target 31.6 pence) 60%
--------------------------------- -----------------
GBP56.5 million (25% CAGR,
Maximum 35.8 pence) 100%
--------------------------------- -----------------
The table also discloses the equivalent compound annual growth
rate ('CAGR') and resulting Share Price (excluding dividends) as
compared to the average of the closing mid-market price of the
Company's shares for the three months before the release of Group's
annual results for the year ending 31 July 2023 (as announced on 17
October 2023 and in accordance with the rules of the scheme, being
18.28p).
Given the Group is still entering a new stage in its
development, the Directors consider that the revenue targets are
commercially sensitive and hence are not being disclosed at this
time. However, in order to maintain transparency, the targets will
be disclosed at the same time as the actual outcome is assessed
following the end of the performance period.
Ordinarily, the LTIP options will vest (subject to the
achievement of the performance conditions) following the
announcement of Nanoco's results for its financial year ending 31
July 2026. The options are then subject to an additional two-year
holding period.
This notification is made pursuant to the requirements under the
UK Market Abuse Regulation.
For further information, please contact:
Nanoco Group PLC : +44 (0)1928 761 404
Brian Tenner, CEO
Liam Gray, CFO & Company Secretary
Cavendish Capital Markets Limited (Financial Adviser & Joint
Corporate Broker): +44 (0) 20 7220 0500
Ed Frisby / George Lawson (Corporate Finance)
Tim Redfern / Charlie Combe (Corporate Broking)
Jasper Berry (Sales)
Turner Pope Investments (Joint Corporate Broker):
+44 (0) 20 3657 0050
Andrew Thacker
James Pope
Powerscourt +44 (0)7970 246 725
Elly Williamson
Ollie Simmonds
Nanoco@powerscourt-group.com
FORWARD LOOKING STATEMENTS
This announcement (including information incorporated by
reference in this announcement) and other information published by
Nanoco may contain statements about Nanoco that are or may be
deemed to be forward looking statements. Such statements are
prospective in nature. All statements other than historical
statements of facts may be forward looking statements. Without
limitation, statements containing the words "targets", "plans",
"believes", "expects", "aims", "intends", "will", "may",
"anticipates", "estimates", "projects" or "considers" or other
similar words may be forward looking statements.
Forward-looking statements inherently contain risks and
uncertainties as they relate to events or circumstances in the
future. Important factors such as business or economic cycles, the
terms and conditions of Nanoco's financing arrangements, tax rates,
or increased competition may cause Nanoco's actual financial
results, performance or achievements to differ materially from any
forward-looking statements. Due to such uncertainties and risks,
readers are cautioned not to place undue reliance on such
forward-looking statements, which speak only as of the date hereof.
Nanoco disclaims any obligation to update any forward looking or
other statements contained herein, except as required by applicable
law.
About Nanoco Group plc
Nanoco (LSE: NANO) is a nano-material production company,
specialising in the production of its patented cadmium free quantum
dots (CFQD(R)) and other patented nano-materials for use in the
electronics industries.
Founded in 2001 and headquartered in Runcorn, UK, Nanoco
continues to build out a world-class, patent-protected IP portfolio
alongside the scaling of the production for commercial orders.
Nano-materials are materials with dimensions typically in the
range 1 - 100 nm. Nano-materials have a range of useful properties,
including optical and electronic. Quantum dots are a subclass of
nano-material that have size-dependent optical and electronic
properties. Within the sphere of quantum dots, the Group exploits
different characteristics of the quantum dots to target different
performance criteria that are attractive to specific markets or
end-user applications such as the Sensor, Electronics and Display
markets. Nanoco's CFQD(R) quantum dots are free of cadmium and
other toxic heavy metals, and can be tuned to emit light at
different wavelengths across the visible and infrared spectrum,
rendering them useful for a wide range of display applications.
Nanoco's HEATWAVE(TM) quantum dots can be tuned to absorb light at
different wavelengths across the near-infrared spectrum, rendering
them useful for applications including cameras and image
sensors.
Nanoco is listed on the Main Market of the London Stock Exchange
and trades under the ticker symbol NANO. For further information,
please visit: www.nanocotechnologies.com.
Notification of Dealing Forms
1. Details of the Person Discharging Managerial Responsibilities
("PDMR") / person closely associated with them ("PCA")
a) Name BRIAN TENNER
2. Reason for the notification
a) Position /status CHIEF EXECUTIVE OFFICER
b) Initial notification INITIAL NOTIFICATION
/ amendment
3. Details of the Issuer
a) Name NANOCO GROUP PLC
b) LEI code 213800HOSJEZO1KOCV33
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) Type of instrument ORDINARY SHARES OF 1O PENCE EACH
Identification
code
ISIN: GB00B01JLR99
b) Nature of the transaction GRANT OF AN OPTION OVER ORDINARY SHARES UNDER
THE NANOCO 2015 LONG TERM INCENTIVE PLAN
c) Price(s) and volume(s) Price(s) Volume(s)
Nil cost 2,255,220
d) Aggregated information: N/A
- Aggregated volume
- Price
e) Date of the transaction 23 JANUARY 2024
f) Place of the transaction OUTSIDE A TRADING VENUE
1. Details of the Person Discharging Managerial Responsibilities
("PDMR") / person closely associated with them ("PCA")
a) Name BRIAN TENNER
2. Reason for the notification
a) Position /status CHIEF EXECUTIVE OFFICER
b) Initial notification INITIAL NOTIFICATION
/ amendment
3. Details of the Issuer
a) Name NANOCO GROUP PLC
b) LEI code 213800HOSJEZO1KOCV33
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) Type of instrument ORDINARY SHARES OF 1O PENCE EACH
Identification
code
ISIN: GB00B01JLR99
b) Nature of the transaction GRANT OF AN OPTION OVER ORDINARY SHARES UNDER
THE NANOCO 2015 DEFERRED BONUS PLAN
c) Price(s) and volume(s) Price(s) Volume(s)
Nil cost 577,736
d) Aggregated information: N/A
- Aggregated volume
- Price
e) Date of the transaction 23 JANUARY 2024
f) Place of the transaction OUTSIDE A TRADING VENUE
Notification of Dealing Forms
1. Details of the Person Discharging Managerial Responsibilities
("PDMR") / person closely associated with them ("PCA")
a) Name DR NIGEL PICKETT
2. Reason for the notification
a) Position /status CHIEF TECHNICAL OFFICER
b) Initial notification INITIAL NOTIFICATION
/ amendment
3. Details of the Issuer
a) Name NANOCO GROUP PLC
b) LEI code 213800HOSJEZO1KOCV33
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) Type of instrument ORDINARY SHARES OF 1O PENCE EACH
Identification
code
ISIN: GB00B01JLR99
b) Nature of the transaction GRANT OF AN OPTION OVER ORDINARY SHARES UNDER
THE NANOCO 2015 LONG TERM INCENTIVE PLAN
c) Price(s) and volume(s) Price(s) Volume(s)
Nil cost 1,604,897
d) Aggregated information: N/A
- Aggregated volume
- Price
e) Date of the transaction 23 JANUARY 2024
f) Place of the transaction OUTSIDE A TRADING VENUE
1. Details of the Person Discharging Managerial Responsibilities
("PDMR") / person closely associated with them ("PCA")
a) Name DR NIGEL PICKETT
2. Reason for the notification
a) Position /status CHIEF TECHNICAL OFFICER
b) Initial notification INITIAL NOTIFICATION
/ amendment
3. Details of the Issuer
a) Name NANOCO GROUP PLC
b) LEI code 213800HOSJEZO1KOCV33
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) Type of instrument ORDINARY SHARES OF 1O PENCE EACH
Identification
code
ISIN: GB00B01JLR99
b) Nature of the transaction GRANT OF AN OPTION OVER ORDINARY SHARES UNDER
THE NANOCO 2015 DEFERRED BONUS PLAN
c) Price(s) and volume(s) Price(s) Volume(s)
Nil cost 424,667
d) Aggregated information: N/A
- Aggregated volume
- Price
e) Date of the transaction 23 JANUARY 2024
f) Place of the transaction OUTSIDE A TRADING VENUE
Notification of Dealing Forms
1. Details of the Person Discharging Managerial Responsibilities
("PDMR") / person closely associated with them ("PCA")
a) Name LIAM GRAY
2. Reason for the notification
a) Position /status CHIEF FINANCIAL OFFICER, NANOCO GROUP PLC
b) Initial notification INITIAL NOTIFICATION
/ amendment
3. Details of the Issuer
a) Name NANOCO GROUP PLC
b) LEI code 213800HOSJEZO1KOCV33
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) Type of instrument ORDINARY SHARES OF 1O PENCE EACH
Identification
code
ISIN: GB00B01JLR99
b) Nature of the transaction GRANT OF AN OPTION OVER ORDINARY SHARES UNDER
THE NANOCO 2015 LONG TERM INCENTIVE PLAN
c) Price(s) and volume(s) Price(s) Volume(s)
Nil cost 1,148,112
d) Aggregated information: N/A
- Aggregated volume
- Price
e) Date of the transaction 23 JANUARY 2024
f) Place of the transaction OUTSIDE A TRADING VENUE
1. Details of the Person Discharging Managerial Responsibilities
("PDMR") / person closely associated with them ("PCA")
a) Name LIAM GRAY
2. Reason for the notification
a) Position /status CHIEF FINANCIAL OFFICER, NANOCO GROUP PLC
b) Initial notification INITIAL NOTIFICATION
/ amendment
3. Details of the Issuer
a) Name NANOCO GROUP PLC
b) LEI code 213800HOSJEZO1KOCV33
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) Type of instrument ORDINARY SHARES OF 1O PENCE EACH
Identification
code
ISIN: GB00B01JLR99
b) Nature of the transaction GRANT OF AN OPTION OVER ORDINARY SHARES UNDER
THE NANOCO 2015 DEFERRED BONUS PLAN
c) Price(s) and volume(s) Price(s) Volume(s)
Nil cost 294,894
d) Aggregated information: N/A
- Aggregated volume
- Price
e) Date of the transaction 23 JANUARY 2024
f) Place of the transaction OUTSIDE A TRADING VENUE
= END =
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DSHQKNBKABKDKDB
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January 23, 2024 11:02 ET (16:02 GMT)
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