TIDMHCM
RNS Number : 3537K
Hutchison China Meditech Limited
21 April 2020
Grant of Awards under Long Term Incentive Plan and Share Options
under Share Option Scheme
London: T uesday , April 21 , 2020: Hutchison China MediTech
Limited ("Chi-Med") (Nasdaq/AIM: HCM) announces that on April 20,
2020 , in accordance with the new incentive policy outlined in its
full year results announcement on March 3, 2020, it granted
conditional awards ("LTIP Awards") under the Long Term Incentive
Plan ("LTIP") adopted by Chi-Med at its Annual General Meeting in
2015 and share options under the Share Option Scheme conditionally
adopted by Chi-Med at its Annual General Meeting in 2015 (the "2015
HCML Share Option Scheme") .
In 2019, Chi-Med had conducted a comprehensive review of its
compensation and share-based incentives policies, which included
benchmarking research on peer group U.S. and China biotech
companies. The Company has established a new competitive policy to
ensure that it is able to attract and retain top talent.
A. Long Term Incentive Plan
The LTIP Awards grant participating directors, persons
discharging managerial responsibilities ("PDMRs") or employees a
conditional right to a cash amount which is used to purchase shares
in Chi-Med ("Shares"), on-market by an independent third party
trustee ("Trustee").
Two different types of LTIP Awards have been granted,
namely:
1. Performance-related LTIP Award for the Chi-Med Financial Year
2020 ("Performance LTIP") - award based on a maximum cash amount,
which amount is determined by the achievement of performance
targets for the financial year ending 31 December 2020. The
performance targets will be determined by the Remuneration
Committee of Chi-Med based on the strategic objectives of
Chi-Med.
The Shares, to be purchased by the Trustee following
determination of the cash amount based on actual achievement of
performance targets, will then be held by the Trustee until the
underlying LTIP Awards are vested. Vesting will occur two business
days after the date of announcement of the annual results of
Chi-Med for the financial year ending December 31, 2022. Vesting
will also depend upon the continued employment of the award holder
with the Chi-Med group and will otherwise be at the discretion of
the Board of Directors of Chi-Med.
Chi-Med has granted the following LTIP Awards for the
Performance LTIP to the following PDMRs:
Maximum amount for the Performance
Award Holder LTIP
-------------------------------------- ----------------------------------
Mr Christian Hogg (Executive Director US$ 1,580,193
and Chief Executive Officer)
Mr Johnny Cheng (Executive Director US$ 640,443
and Chief Financial Officer)
Dr Weiguo Su (Executive Vice President US$ 1,407,120
and Chief Scientific Officer)
An additional 331 employees of Chi-Med and its subsidiaries have
simultaneously been granted LTIP Awards under the Performance
LTIP.
2. Non-performance LTIP Award ("Non-performance LTIP") - a
one-off cash amount is granted to each grantee and will be used by
the Trustee to purchase Shares which will be subject to a vesting
period of four years. Chi-Med has granted the following
Non-performance LTIP to the following PDMRs:
Cash amount for the Non-performance
Award Holder LTIP
----------------------------------------- -----------------------------------
Mr Simon To (Executive Director) US$ 200,000
Dr Dan Eldar (Non-executive Director US$ 200,000
("NED"))
Ms Edith Shih (NED) US$ 200,000
Mr Paul Carter (Independent Non-executive US$ 200,000
Director ("INED"))
Dr Karen Ferrante (INED) US$ 200,000
Mr Graeme Jack (INED) US$ 200,000
Professor Tony Mok (INED) US$ 200,000
The cash amount will be used by the Trustee to buy Shares which
will be held by the Trustee until the underlying Non-performance
LTIP Awards are vested. 25% of the Shares bought by the Trustee
will vest on each anniversary of the grant of the Non-performance
LTIP Awards for the next four years.
An additional two employees of Chi-Med and its subsidiaries have
simultaneously been granted the Non-performance LTIP.
Further announcements will be made in due course at the time the
Performance Awards and Non-performance Awards are vested, when the
number of the Shares to which each Director and PDMR is entitled
will be known. The above Directors and PDMRs additionally have the
right to elect on acceptance of the grant of their awards to have
part of their awards held (on behalf of the Director/PDMR by the
trustee administering the LTIP) pending vesting in the form of cash
in order to satisfy any tax liability in respect of their
awards.
B. Share Option Scheme
Chi-Med granted a total of 2,855,000 share options under its
2015 HCML Share Option Scheme to eight senior employees to
subscribe for Ordinary Shares subject to the acceptance of the
grantee. Details of such share options granted prescribed are as
follows:
Date of grant : April 20, 2020
Exercise price of share options : GBP3.34 per Ordinary Share
granted
Number of share options granted : 2,855,000 (each share option shall
entitle the holder thereof to subscribe
for one Ordinary Share)
Closing market price of Ordinary : GBP3.34 per Ordinary Share
Shares on the date of grant
Validity period of the share : From April 20, 2020 to April 19,
options 2030
About Chi-Med
Chi-Med (Nasdaq/AIM: HCM) is an innovative biopharmaceutical
company committed, over the past twenty years, to the discovery and
global development of targeted therapies and immunotherapies for
the treatment of cancer and immunological diseases. It has a
portfolio of eight cancer drug candidates currently in clinical
studies around the world and extensive commercial infrastructure in
its home market of China. For more information, please visit:
www.chi-med.com.
Forward - Looking Statements
This announcement contains forward-looking statements within the
meaning of the "safe harbor" provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking
statements involve risks and uncertainties. Existing and
prospective investors are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date
hereof. For further discussion of these and other risks, see
Chi-Med's filings with the U.S. Securities and Exchange Commission
and on AIM. Chi-Med undertakes no obligation to update or revise
the information contained in this announcement, whether as a result
of new information, future events or circumstances or
otherwise.
CONTACTS
Investor Enquiries
Mark Lee, Senior Vice President +852 2121 8200
Annie Cheng, Vice President +1 (973) 567 3786
Media Enquiries
Americas - Brad Miles, Solebury Trout +1 (917) 570 7340 (Mobile)
bmiles@troutgroup.com
Europe - Ben Atwell / Alex Shaw, FTI Consulting +44 20 3727 1030 / +44 7771 913 902 (Mobile) / +44 7779
545 055 (Mobile)
Chi-Med@fticonsulting.com
Asia - Joseph Chi Lo / Zhou Yi, Brunswick +852 9850 5033 (Mobile), jlo@brunswickgroup.com / +852 97
83 6894 (Mobile), y zhou@brunswickgroup.com
Nominated Advisor
Freddy Crossley / Atholl Tweedie, Panmure Gordon (UK)
Limited +44 (20) 7886 2500
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London Stock Exchange. RNS is approved by the Financial Conduct
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of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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