새로운 공유 계획
26 4월 2024
알파 그룹 인터내셔널 PLC
("알파" 또는 "회사")
새로운 공유 계획
Alpha Group International plc (AIM: ALPH), a high-tech, high-touch provider of financial solutions, dedicated to corporates and institutions operating internationally, today wishes to provide an update with regard to changes to the Group's Employee Share Schemes.
J Share Growth Scheme
The Group will be adopting a growth share scheme, in addition to and on similar terms to the existing F Share Growth Scheme under which 550 ordinary shares ("J Shares") in Alpha FX Limited will be issued in total to certain employees of the Group ("J Share Growth Scheme").
The J Shares contain a put option, allowing the holder to convert their J shares into ordinary shares in Alpha. The J Shares allocated to each employee will vest in five equal tranches, occurring annually, in respect of the Financial Years for 2024, 2025, 2026, 2027 and 2028, subject to the Group achieving the target growth rates for that year. The relevant target growth rates are as follows:- Group revenue growth of 20% in Financial Year 2024, 20% in Financial Year 2025, 20% in Financial Year 2026, 15% in Financial Year 2027 and 15% in Financial Year 2028. Once vested the employee has the right to exercise their put option to convert their J shares into ordinary shares of Alpha. The number of ordinary shares of Alpha issued to the employees is calculated by dividing the value of the employee's holding of J shares by the average of the closing price of Alpha over 60 days prior to the date of vesting. The value of each of the employee's J shares on vesting is calculated with reference to the gain in market capitalisation of Alpha between the allotment date (£761 million) and the vesting date (based on an average of the closing price of Alpha over 60 days prior to the date of vesting, subject to a cap of £1,694 million) divided by the number of relevant Alpha FX Limited shares in issue at the date of vesting.
L Share Growth Scheme
The Group will be adopting a new growth share scheme, under which 820 ordinary shares ("L Shares") in Alpha FX Limited will be issued in total to certain employees of the Group ("L Share Growth Scheme"). The L Share Growth Scheme will replace the existing G Growth Share Scheme and H Share Growth Scheme launched in 2022 and ensures that employees within the UK Corporate division are part of a single unified scheme.
The L Shares contain a put option, allowing the holder to convert their L shares into ordinary shares in Alpha. The L Shares allocated to each employee will vest in five equal tranches, occurring annually, in respect of the Financial Years for 2024, 2025, 2026, 2027 and 2028, subject to the London Corporate division (and the corporate division in Spain) achieving the target growth rates for that year. The relevant target growth rates are as follows:- London Corporate division (and the corporate division in Spain) revenue growth of 15% in Financial Year 2024, 15% in Financial Year 2025, 15% in Financial Year 2026, 10% in Financial Year 2027 and 10% in Financial Year 2028. Once vested the employee has the right to exercise their put option to convert their L shares into ordinary shares of Alpha. The number of ordinary shares of Alpha issued to the employees is calculated by dividing the value of the employee's holding of L shares by the average of the closing price of Alpha over 60 days prior to the date of vesting. The value of each of the employee's L shares on vesting is calculated with reference to the gain in market capitalisation of Alpha between the allotment date (£761 million) and the vesting date (based on an average of the closing price of Alpha over 60 days prior to the date of vesting, subject to a cap of £1,694 million) divided by the number of relevant Alpha FX Limited shares in issue at the date of vesting.
Fund Finance Share Scheme
Following the launch of the Fund Finance division in 2023, the Group is putting in place an employee share ownership scheme for certain individuals (the "Fund Finance Participants"). A new class of shares ("K Shares") in Alpha FX Limited is being created, with 75% owned by the Group and 25% owned by the remaining Fund Finance Participants. The value of the K Shares will be linked to the performance of the Fund Finance division. From March 2026, the Fund Finance Participants will have the option to convert 25% of their holding of K Shares into ordinary shares in the Company each year for four years (with the final option being exercisable in March 2029). The value of the shares upon conversion is based on an 8x multiple of the operation's annual profit after tax, and therefore is designed to be accretive on an EPS basis for our Group shareholders as long as Alpha's valuation stays in excess of an 8x multiple of earnings and Group earnings continue to grow sufficiently.
Italy Share Scheme
In order to incentivise the key personnel within the Italian Branch of Alpha FX Europe Limited, the Group is putting in place an employee share ownership scheme for certain individuals (the "Italy Branch Participants"). A new class of shares ("클래스 A 주식") in Alpha FX Europe Limited is being created, with 82.5% owned by the Group and 17.5% owned by the remaining Italy Branch Participants. The value of the Class A Shares will be linked to the performance of the Italian Branch of Alpha FX Europe Limited. From March 2026, the Italy Branch Participants will have the option to convert 25% of their holding of Class A Shares into ordinary shares of the Company each year for four years (with the final option being exercisable in March 2029). The value of the shares upon conversion is based on an 8x multiple of the operation's annual profit after tax, and therefore is designed to be accretive on an EPS basis for our Group shareholders as long as Alpha's valuation stays in excess of an 8x multiple of earnings and Group earnings continue to grow sufficiently.
Netherlands and Germany Option Scheme
In order to incentivise the key personnel within the German Branch of Alpha FX Europe Limited and within Alpha FX Netherlands Limited, the Group is putting in place two new employee option schemes for certain individuals. The option schemes are being launched under the terms of Alpha's new Group Incentive Plan that has been put in place as part of the move to the Main Market. The options are being granted over shares in Alpha and the number of options awarded are linked to the performance of the German Branch of Alpha FX Europe Limited and Alpha FX Netherlands Limited, respectively. The German option scheme will entitle holders to exercise 25% of their options into ordinary shares in the Company from March 2027 each year for four years (with the final option being exercisable in March 2030). The Netherlands option scheme will entitle holders to exercise 25% of their options into ordinary shares in the Company from March 2026 each year for four years (with the final option being exercisable in March 2029).
Alpha confirms that no shares or options have been granted to any executive director in connection with the above schemes.
Alpha further confirms that in order to maintain good corporate governance, it will include the shares issued in connection with the above share and option schemes when assessing its share plan dilution limit post admission to the Main Market.
135 of the L Shares are being issued to Alex Howorth, who is a PDMR of the Company, and therefore the relevant regulatory disclosure has been made in the table below.
1
| 관리업무를 수행하는 자/밀접한 관계인의 내용
| ||||
a)
| 성함
| 알렉스 호워스 | |||
2
| 신고 사유
| ||||
a)
| 직위/상태
| Group Managing Director, FX Risk Management | |||
b)
| 최초 고시/개정
| 처음의 | |||
3
| 발행자, 배출 허용량 시장 참가자, 경매 플랫폼, 경매 인 또는 경매 모니터에 대한 세부 정보
| ||||
a)
| 성함
| 알파 그룹 인터내셔널 PLC | |||
b)
| 법
| 213800RESM1FPUXY6K31 | |||
4
| 거래의 세부 사항 : (i) 각 유형의 상품에 대해 반복되는 섹션; (ii) 각 유형의 거래; (iii) 각 날짜; 및 (iv) 거래가 수행 된 각 장소
| ||||
a)
| 금융 상품 설명, 상품 유형 | L ordinary shares in Alpha FX Limited, which may be convertible into ordinary shares in Alpha Group International plc | |||
식별 코드 | ISIN: GB00BF1TM596 | ||||
b)
| 거래의 성격
| Issue of L Shares | |||
c)
| 가격 및 수량 | ||||
물가) | 볼륨 | ||||
해당 사항 없음 | 135 L Shares | ||||
d)
| 집계 된 정보 | 해당 사항 없음 | |||
- 집계 볼륨 | |||||
-가격 | |||||
e)
| 거래 날짜
| 26 4월 2024 | |||
f)
| 거래 장소
| 오프 마켓 |
문의 :
알파 그룹 인터내셔널 PLC Morgan Tillbrook, 설립자 겸 CEO 팀 파월, CFO | 비아 알마
|
Liberum (지명 고문 및 공동 Broker) 맥스 존스 벤 크라이어 아나케 싱 |
+ 44 (0) 20 3100 2000
|
필 헌트(조인트 Broker) 닐 파텔 폴 길람 케이트 바나타인 |
+ 44 (0) 20 7418 8900 |
알마 전략적 커뮤니케이션 (재무홍보) 조시 로이스턴 앤디 브라이언트 키어런 브레헤니 |
+ 44 (0) 20 3405 0205 |
편집자 주
Alpha is a high-tech, high-touch provider of enhanced financial solutions dedicated to corporates and institutions globally. Working with clients across 50+ countries, we blend intelligent human capabilities with new technologies to provide clients with an enhanced alternative to their bank, with solutions covering: FX risk management, global accounts mass payments, fund finance and bank management.
우리 성공의 핵심은 우리 팀입니다. 400개의 글로벌 지사에 기반을 둔 XNUMX명 이상의 직원이 고성능 문화와 파트너십 구조로 한데 모여 우리 비즈니스의 소유자 역할을 할 수 있습니다.
Whilst we are an established business listed on the London Stock Exchange, we remain relentlessly focused on maintaining the same level of operational agility and client focus we had when we first started in 2009. This dynamic, combined with the passion of our people, have enabled us to make a substantial and enduring difference to our clients, and deliver a growth story to match.
RNS는 귀하의 IP 주소를 사용하여 약관 준수 여부를 확인하고, 귀하가 이 커뮤니케이션에 포함된 정보를 사용하는 방식을 분석하고, 그러한 분석을 익명으로 다른 사람과 상용 서비스의 일부로 공유할 수 있습니다. RNS와 런던 증권 거래소가 귀하가 제공한 개인 데이터를 사용하는 방법에 대한 자세한 내용은 개인 정보 보호 정책을 참조하십시오.