The various elements of remuneration received by each Director were as follows:
|Year ended 30th June 2015||Salary|
loss of office
|J S Lambert*||34||—||—||—||—||34|
|R B Harding*||23||—||—||—||—||23|
|Dr I D Menneer||140||16||17||8||—||181|
|C J Brewster||102||11||12||6||—||131|
|Year ended 30th June 2014|
|J S Lambert*||33||—||—||—||—||33|
|R B Harding*||22||—||—||—||—||22|
|S M Wildridge (resigned 31st October 2013)||30||34||—||—||66||130|
|Dr I D Menneer||135||23||16||7||—||181|
|C J Brewster||102||16||11||1||—||130|
* Indicates Non-Executive Directors.
Mr George Gunn was appointed to the Board as a Non-Executive Director on 9th February 2015 and subsequently resigned on 2nd June 2015. Mr Gunn received no remuneration during this period.
All Company pension contributions relate to defined contribution pension schemes. Benefits consist of company car and private medical insurance. The compensation for loss of office in relation to S M Wildridge was settled on 31st October 2013.
The Directors had the following beneficial options:
I D Menneer
|Date of Grant||4th|
|Outstanding at 30th June 2014||3,358||60,000||60,000||50,000||90,000||4,377||90,000||—||357,735|
|Granted during the year||—||—||—||—||—||—||—||5,142||5,142|
|Exercised during the year||(3,358)||—||—||—||—||—||—||—||(3,358)|
|Outstanding at 30th June 2015||—||60,000||60,000||50,000||90,000||4,377||90,000||5,142||359,519|
C J Brewster
|Date of Grant||22nd|
|Outstanding at 30th June 2014||30,000||30,000||8,754||40,000||—||108,754|
|Granted during the year||—||—||—||—||8,571||8,571|
|Outstanding at 30th June 2015||30,000||30,000||8,754||40,000||8,571||117,325|
The Directors' interests in the shares of the Company as at 30th June are set out below:
|Ordinary shares of 20p||Ordinary|
shares of 20p
|J S Lambert||1,413,691||1,413,691|
|I D Menneer||17,739||14,381|
|C J Brewster||4,079||4,079|
In addition to the above, Lord Downshire had a non-beneficial interest in 310,446 shares.
Long Term Incentive Plan (LTIP)
The Animalcare Group plc LTIP was introduced in June 2014 to provide an effective mechanism for senior executives to participate in the Company's equity at a meaningful level, aligning their interests with those of shareholders.
The Directors' interests in the LTIP, which was implemented via a subscription for growth shares in the capital of Animalcare Ltd, a subsidiary of the Company, are as follows:
- Iain Menneer – 31,955 A Ordinary Shares of £1.00 each ("A Shares") for a total cash subscription of £31,955, representing 5.2% of Animalcare Ltd's issued share capital; and
- Chris Brewster – 19,173 A Shares, representing 3% of Animalcare Ltd's issued share capital and 11,800 B Ordinary Shares of £1.00 each ("B Shares"), representing a further 2% of Animalcare Ltd's issued share capital, for a total cash subscription of £30,973.
Dr Menneer and Mr Brewster have the right to sell their A Shares to the Company at any time after 27th June 2017 in exchange for Ordinary Shares of 20 pence each in the Company ("Ordinary Shares"). The rights of Dr Menneer and Mr Brewster to sell their A Shares are subject to, amongst other provisions, the Company having a market capitalisation in excess of £39.0m ("the Hurdle") at the time of sale. The Hurdle was determined by Animalcare's Remuneration Committee and broadly represented a 20% premium to the Company's market capitalisation on 27th June 2014.
Each holder of A Shares would, on a sale of his entire holding to the Company, be entitled to receive Ordinary Shares representing a percentage of the increase in the Company's market capitalisation above the Hurdle; being 5% for Dr Menneer and 3% for Mr Brewster.
The B Shares are not entitled to participate in any increase in the value of the Company above the Hurdle but can be exchanged for Ordinary Shares of an equal value at any time after 27th June 2017.
Further details of the Plan, including the Hurdle, anti-dilution and other provisions, are set out in Animalcare Ltd's articles of association, which is available within the Investors section (constitutional documents) of the Company's website at www.animalcaregroup.co.uk.