Annual Report for the year ended 31 December 2008

On 8 April 2009, Alex snow was awarded 175,179 shares under the
2002 Esis as the 25% deferral element of his £675,000 bonus and
Andrew umbers was awarded 103,810 shares under the 2002 Esis
as the 25% deferral element of his £400,000 bonus. The shares were
awarded based upon the average of the mid market price of the shares
of The Evolution Group plc. This was as derived from the Daily Official
list published by The london stock Exchange plc on the three days
immediately prior to the granting of the award in principal by the Board.
The awards, which have an exercise price of 1p per share will vest three
years from the date of grant by the award of call rights. This is subject
to achievement of certain performance conditions and subject to claw
back provisions based on the profitability of the Group during the
performance period.
save as set out above, no Directors or any members of the immediate
family of Directors, have any options over shares in the Company or any
Group Company or, during the year to 31 December 2008, was granted
or exercised an option over shares in the Company.
The market price for an ordinary share in the Company at 31 December
2008 was £0.86 (2007: £1.23). The highest price throughout the year
was £1.28 (2007: £1.59) and the lowest was £0.65 (2007: £0.99).
summary of schemes for directors’ options in the above tables
1. These options were granted under the 2001 Executive share Option
scheme. under the terms of this scheme the performance criteria
require that the closing bid of The Evolution Group plc share price,
as derived from the Daily Official list published by The london stock
Exchange plc, must be not less on average than a specified amount
for a period of 60 consecutive days before options can be exercised.
if the share price is £0.90 then 25% of the options may be exercised;
if £1.10, a further 25% may be exercised; if £1.30 then a further 25%
may be exercised and if £1.50, the remaining 25% may be exercised.
The vesting conditions for these options have been met in full.
2. These options were granted under the 2000 Executive share Option
scheme (unapproved ordinary). A performance criterion has been set
making the exercise of the option conditional on the middle market
quotation of The Evolution Group plc share price increasing by an average
of 50% above the relevant exercise price over a period of 30 dealing
days since the date of the grant. The vesting conditions for these
options have been met in full.
3. These options were granted under the 2000 Executive share Option
scheme (unapproved ordinary). No performance criteria are attached
to the exercise of these options. The vesting conditions for these
options have been met in full.
4. These options were granted under the 2002 Executive share incentive
plan. The options were granted subject to performance criteria in respect
of the Group’s adjusted earnings per share (based upon the adjusted
operating profit figure divided by the weighted average number of
shares) for the full years in 2004 and 2005. The vesting conditions
for these options have been met in full.
5. These options were granted under the 2002 Executive share incentive
plan, as part of the arrangements to complete the recruitment of Andrew
umbers to the Group. The award will vest on 3 May 2009 subject only to
Andrew umbers remaining in employment with the Group up to the
date of vesting.
6. Andrew umbers was granted these options under the 2002 Executive
share incentive plan following and subject to the acquisition of 100,000
shares for his own account, which he purchased on 18 september 2006.
The award will vest on 18 september 2009 subject only to Andrew
umbers remaining in employment and retaining the shares purchased
on his own account up to the date of vesting. No consideration was
payable for the grant of the award.
7. These options were granted under the 2002 Executive share incentive
plan, as part of the arrangements to complete the recruitment of Andrew
umbers to the Group. The award will vest on 31 January 2010 subject
only to Andrew umbers remaining in employment with the Group up to
the date of vesting.
8. These options were granted under the 2002 Executive share incentive
plan, as part of the arrangements to complete the recruitment of
Andrew umbers to the Group. The award will vest on 31 January 2011
subject only to Andrew umbers remaining in employment with the Group
up to the date of vesting.
We have made very good progress
WiTh The inTegraTion and developmenT
of each of our businesses.
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