Conygar Investment Company PLC(The) Profit Sharing Plan (5920I)
November 27 2018 - 2:02AM
UK Regulatory
TIDMCIC
RNS Number : 5920I
Conygar Investment Company PLC(The)
27 November 2018
27 November 2018
THE CONYGAR INVESTMENT COMPANY PLC
("Conygar" or "Company")
Profit Sharing Plan
Conygar announces that it has agreed the terms of a profit
sharing plan ("PSP") in which the executive directors and employees
(the "Participants") may be entitled to an allocation of a profit
sharing pool. The PSP will be implemented with effect from 1
October 2018.
The initial requirement for any pay-out under the PSP is that
the fully diluted net asset value per share of the Company be at
least 250 pence (the "asset value hurdle"). The next requirement is
that the mid-market share price must average at least 230 pence in
the three months prior to any payment (the "share price
criterion"). When the asset value hurdle is passed, the
Remuneration Committee can accrue a profit sharing pool, however
this will not be allocated or paid out until the share price
criterion is met and the Remuneration Committee is satisfied that
the fully diluted net asset value per share is based on realised
profits.
The PSP is based upon the increase in the audited fully diluted
net asset value per share of the Company. The initial profit
sharing pool is 20% of any increase in the fully diluted net asset
value per share at 30 September over the last high watermark which
was 196.3 pence per share (being the fully diluted net asset value
per share at 30 September 2014 when payment was made under the
Company's previous profit sharing plan), multiplied by the number
of ordinary shares in issue. Subsequent potential pay-outs under
the PSP will be based on the same criteria as referred to above
except that the asset value hurdle will be determined by reference
to the last high watermark. This ensures that the Participants
cannot accrue any profit share twice in respect of the same net
asset value growth. The Remuneration Committee shall have regard to
any revaluations of assets and will make adjustments to ensure that
only realised profits are allocated to the profit sharing pool.
There is no obligation that all of the profit sharing pool be
paid or distributed to the Participants and the Remuneration
Committee may reduce the profit sharing pool where in its opinion
such amount should not be distributed. Any amount not distributed
is permanently lost. Participation in the PSP shall be at the
absolute discretion of the Remuneration Committee. The Remuneration
Committee has the ability to vary the conditions attached to any
pay-out in exceptional circumstances and determine the calculation
of an award. The split of the profit sharing pool between the
Participants will be at the discretion of the Remuneration
Committee.
If the employment of a Participant ceases yet he/she remains a
good leaver, the Company will compensate the Participant by paying
to him/her a sum (after deduction of taxes and national insurance
contributions required by law) equal to the average of the annual
financial year bonus payments under the PSP received by the
Participant in respect of the three financial years immediately
preceding the date of the termination of the employment or if the
employment is for a period less than three financial years then the
average of the bonus payments received during the employment.
Standard provisions are also included in the PSP to make
adjustments in respect of a change of control of the Company.
The independent directors of the Company, having consulted with
the Company's nominated adviser, Liberum Capital Limited, consider
that the terms of the PSP are fair and reasonable insofar as the
Company's shareholders are concerned.
Enquiries:
The Conygar Investment Company PLC
Robert Ware / Ross McCaskill: 020 7258 8670
Liberum (Nominated Adviser and Broker)
Richard Bootle: 020 3100 2222
Steve Pearce: 020 3100 2222
Temple Bar Advisory (Public Relations)
Alex Child-Villiers: 07795 425580
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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