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Brainspark Plc
Issue of Options to Directors
Brainspark has issued options ("Options")
to acquire Ordinary Shares in the
Company ("Option Shares") to the Directors under a new unapproved
executive
share option scheme, as follows:
Prof. Francesco Gardin, Executive Chairman - 12 million Option Shares
Alfredo M Villa, Non Executive Officer - 5 million Option Shares
Dennis B Bailey, Executive Director - 5 million Option Shares
David Meacher. Non-Executive Director - 5 million Option Shares
Edward Burman, Non-Executive Director - 5 million Option Shares
Mr Don R Caldwell, lives in America, and will not be participating in
the
Scheme.
The total of 32 million Option Shares to be granted represents 9.67 %
of the
current issued capital of 330, 697,003 shares as enlarged by the
Option Shares.
It is proposed that the Directors may exercise, should they wish to do
so, up to
33% of any Option Shares granted after one year from the date
of grant, up to a
further 33% after two years from the day of grant and the balance
of shares
after three years from the day of grant. The strike price of 0.78p
has been set
at a premium of 30% to the mid market price of 0.60p on 26 February
2007, being
the latest practical date prior to the publication of this proposal.
Further
Option Shares may be granted by the Directors on an annual basis
in accordance
with the terms of the Scheme.
In addition, it is intended that the two Executive Directors, Prof Gardin
and Mr
Bailey be paid fees, commencing 1 March 2007, of £80,000 and £20,000
per annum
respectively in respect of their administration and other duties
in developing
Brainspark. Prof Gardin has not received any fees for some years
and Mr Bailey
has not previously been in receipt of fees.
The issue of Options is being treated as a Related Party transaction
under the
AIM Rules. Don Caldwell, the only Independent Director having
consulted the
Company's Nominated Adviser, considers that the terms of the above
Unapproved
Share Option Scheme and the issued options to Directors are fair
and reasonable
in so far as the Company's shareholders are concerned.
For information please contact:
Francesco Gardin, Brainspark plc, telephone: 00 39 335 296573
Roland Cornish, Beaumont Cornish Limited, telephone: 020 7628 339 |