Director/PDMR Shareholding - REPLACEMENT

Crest Nicholson Holdings plc

Director/PDMR Shareholding - REPLACEMENT

 

In accordance with the requirements of D.T.R 3.1.2, Crest Nicholson Holdings plc (the "Company") was notified on 27 February 2015 of the following transactions set out in this announcement by certain Persons Discharging Managerial Responsibility ("PDMRs") under the following incentive plans:

 

·      Crest Nicholson Holdings plc Long-Term Incentive Plan (the "LTIP")

·      Crest Nicholson Holdings plc Deferred Bonus Plan (the "DBP")

 

Further details of the LTIP and DBP can be found in the Company's IPO Prospectus dated 13 February 2013 and the Company's 2014 Annual Integrated Report published on 16 February 2015.

 

LTIP

The following PDMRs have been granted options (exercisable at nil-cost) over 545,788 Ordinary Shares of 5 pence each in the Company (the "LTIP Options") on 27 February 2015:

 

PDMR	Number of shares over which option granted
Stephen Stone	178,083
Patrick Bergin	99,711
Chris Tinker	64,356
Steve Evans	54,873
Robin Hoyles	43,920
Kevin Maguire	34,573
Tim Beale	70,272

 

Subject to Performance Conditions in respect of profit before tax per share and return on capital employed and certain other conditions in respect of service and conduct attached to the awards, the LTIP Options are exercisable between 2018 and 2025.The number of shares subject to the LTIP Options has been calculated based on the closing middle market share price on 26 February 2015 in accordance with the rules of the Plan and no payment was required for the grant of the LTIP Options.

 

DBP

 

The following PDMRs have been granted options (exercisable at nil-cost) over 153,168  Ordinary Shares of 5 pence each in the Company (the "DBP Options") on 27 February 2015 representing the element of annual bonus deferred for three years:

 

PDMR	Number of shares over which option granted
Stephen Stone	47,778
Patrick Bergin	26,751
Chris Tinker	20,719
Steve Evans	17,593
Robin Hoyles	14,140
Kevin Maguire	11,131
Tim Beale	15,056

 

Subject to certain conditions in respect of service and conduct attached to the awards, the DBP Options are exercisable between 2018 (2016 in the case of Tim Beale) and 2025. The number of shares subject to the DBP Options has been calculated based on the closing middle market share price on 26 February 2016 in accordance with the rules of the Plan and no payment was required for the grant of the DBP Options.

 

2014 DBP Awards

 

Certain PDMRs were granted options under the DBP on 14 February 2014 in respect of the deferred element of the 2014 annual bonus payment for financial year 2013. These options first became exercisable on 14 February 2015.

 

On 27 February 2015 in accordance with the rules of the Plan, additional shares were added to those options to reflect the value of distributions made to shareholders during the period since the grant of those options, as set out below:

 

PDMR	Options granted 14/02/2014	Additional Options in respect of April 2014 Final Dividend	Additional Options in respect of October 2014 Interim Dividend	Total including Dividend Options
Stephen Stone	54,170	996	698	55,864
Patrick Bergin	30,330	558	391	31,279
Chris Tinker	23,491	432	303	24,226
Steve Evans	20,030	368	258	20,656
Robin Hoyles	16,032	295	207	16,534
Kevin Maguire	11,699	215	151	12,065

 

The additional shares added to the options were calculated based on the prevailing ex-dividend share price associated with the respective dividend together with the value of that dividend, in proportion to the respective option.

 

On 27 February 2015, those PDMRs exercised the Options granted to them on 14 February 2014 under the DBP together with the additional shares added to those Options in respect of distributions to shareholders (as set out above) over Ordinary Shares of 5 pence each in the Company ("Shares"). The Company allotted shares to satisfy the exercise of those Options. Details of the exercises are set out below:

 

	Share acquired upon exercise			Shares sold			Shares retained
PDMR	Number	Percentage of total issued share capital	Exercise price	Number	Sale price per Share	Percentage of total issued share capital
Stephen Stone	55,864	0.022%	£1.00 in total	55,864	£4.3525	0.022%	Nil
Patrick Bergin	31,279	0.012%	£1.00 in total	14,754	£4.3525	0.006%	16,525
Chris Tinker	24,226	0.010%	£1.00 in total	11,427	£4.3525	0.005%	12,799
Steve Evans	20,656	0.008%	£1.00 in total	20,656	£4.3525	0.008%	Nil
Robin Hoyles	16,534	0.007%	£1.00 in total	15,799*	£4.3525	0.006%	735
Kevin Maguire	12,065	0.005%	£1.00 in total	12,065	£4.3525	0.005%	Nil

* includes 8,000 Shares gifted at nil consideration.

 

Following the transactions set out in this announcement, the Company confirms that at the date of this announcement, each of those PDMRs referenced in this announcement hold the following interests in the Ordinary Shares of 5 pence of the Company:

 

 

PDMR	Total shareholding following transactions (including holdings of connected persons)	Total shareholding following transactions (as a percentage of total issued share capital following allotments)	Total number of shares over which options held
Stephen Stone	4,667,603	1.855%	971,458
Patrick Bergin	1,216,362	0.483%	546,967
Chris Tinker	1,685,027	0.670%	310,521
Steve Evans	307,765	0.122%	262,450
Robin Hoyles	386,123	0.153%	214,109
Kevin Maguire	152,734	0.061%	164,318
Tim Beale	377,165	0.150%	180,483

 

Total Voting Rights

 

Following these transactions and the allotment of shares to satisfy those options exercised, the total issued share capital of the Company is 251,593,940 Ordinary Shares of 5 pence each.

 

For further information please contact:

 

Kevin Maguire

Company Secretary                                                         +44 (0) 1932 580 555

 

2 March 2015