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Director and Employee Share Option Repricing

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Hydrogen Utopia International PLC announced a repricing of existing share options for directors, lowering the exercise price to 1.65p. Paul Formanko had 1,720,000 options repriced from 5.00p, Steve Medlicott had 3,440,000 options repriced from 5.00p, and James Nicholls-May had 1,729,730 and 645,161 options repriced from 9.25p and 3.88p respectively. New share options were granted at an exercise price of 1.65p in lieu of unpaid salaries: Howard White and Aleksandra Binkowska each received 3,636,363 options for £60,000, while Paul Formanko and Steve Medlicott each received 1,515,152 options for £25,000. Additionally, 2,307,692 shares were issued to Novum Securities Limited (AlbR Capital Limited) at 1.625p, valued at £37,500, for advisory fees.

Full announcement

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Hydrogen Utopia International PLC (LSE: HUI), a company developing technology to convert non-recyclable waste plastics into hydrogen and other clean energy, announces that the Remuneration Committee, led by Steve Medlicott and Paul Formanko, has undertaken a review of director and employee remuneration and incentive arrangements.

Over the past twelve months, the Company has operated with a minimal cost base, during which both executive and non-executive directors have forgone the majority of their salaries to preserve cash resources. During this period, the Company has also revised its strategic focus, which, despite operational progress, has coincided with a decline in the Company's share price. As a result, previously awarded share options are now substantially out of the money.

Following careful consideration, the Remuneration Committee has resolved to reprice certain existing share options and to grant new options to directors and employees in recognition of unpaid remuneration and to provide appropriate long-term incentives aligned with shareholder interests.

Repricing of Existing Share Options

DirectorNumber of OptionsPrevious Exercise Price (p)New Exercise Price (p)
Paul Formanko1,720,0005.001.65
Steve Medlicott3,440,0005.001.65
James Nicholls-May1,729,7309.251.65
James Nicholls-May645,1613.881.65

New Share Options Granted (in lieu of unpaid salaries)

DirectorNumber of OptionsExercise Price (p)Value of Unpaid Salary (£)
Howard White3,636,3631.6560,000
Aleksandra Binkowska3,636,3631.6560,000
Paul Formanko1,515,1521.6525,000
Steve Medlicott1,515,1521.6525,000

Issue of Shares for Their Services ( Past and Future)

RecipientNumber of SharesIssue Price (p)Value (£)Purpose
Novum Securities Limited (AlbR Capital Limited)2,307,6921.62537,500Advisory Fees

(These shares have already been announced with the omission of the number of shares; thereafter, it is a clarification).

New directors Richard Fish was allotted shares at a nominal value for his invaluable connections and introduction to the InEnTec technology, which was previously announced upon his appointment, and Naser Nuredini was allotted share options at market value upon his appointment. The Remuneration Committee considers these adjustments to be a fair and proportionate measure recognising the long-term commitment of directors who have supported the Company over an extended period, often without remuneration, while ensuring that all board members, new and long-standing ones, are aligned going forward.

The executive directors have also personally demonstrated their commitment to the Company. They have jointly secured an option for the TRL 9 InEnTec Technology using their own funds, underpinning HUI's access to advanced hydrogen and waste-to-energy solutions. Furthermore, Aleksandra Binkowska, the Company's Chief Executive Officer, has taken a loan against her own shares to assist the Company during a period of financial strain, further evidence of the Board's belief in the long-term potential of Hydrogen Utopia International.

Despite the lack of remuneration and the challenging market conditions, both executive and non-executive directors continue to serve on minimal salaries, deliberately avoiding unnecessary cash burn and disruption to the market where such action is not required. The Board remains extremely optimistic about the Company's ambitions in the MENA (Middle East and Africa), especially, GCC (Gulf Cooperation Council) region, where significant opportunities are emerging for hydrogen and circular-economy technologies, and believes that HUI is well positioned to capitalise on these developments.

The company's current position and prospects, particularly given the progress expected to unfold in the near term.

The Board believes these actions are in the best interests of the Company and its shareholders as a whole, recognising the substantial unpaid remuneration of directors and employees while aligning incentives with the long-term success of the Company and the renewed strength of the hydrogen sector globally.

As Chief Executive Officer, I would like to extend my heartfelt thanks to everyone whose dedication and hard work continue to drive the success of the Company.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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