TIDMCOST

RNS Number : 7798D

Costain Group PLC

01 April 2014

Costain Group PLC ("Costain" or the "Company")

Transactions in shares by Persons Discharging Managerial Responsibilities ("PDMRs")

This announcement is made in accordance with DTR 3.1.4(1)(a).

On 12 April 2011 awards were granted under the Costain 2002 Long Term Incentive Plan (the "2002 Plan") and on 09 May 2012 and 07 May 2013 awards were granted under the 2012 Costain Long Term Incentive Plan (the "2012 Plan") to certain directors of Costain Group PLC (the "Company").

The awards granted under the 2002 Plan and the 2012 Plan are structured as options with a GBP1 exercise price over a number of shares ("Awards").

Following the completion of the Capital Raising announced by the Company on 27 February 2014 and, pursuant to the rules of the 2002 Plan and the 2012 Plan, the remuneration committee of the board of directors of the Company has determined that certain adjustments should automatically be made to the number of shares under the Awards and also, where relevant, to the Earnings Per Share ("EPS") performance targets. Details of the adjustments in respect of Awards held by certain directors of the Company and to the EPS performance targets are set out below.

 
 Name               Date of        Number         Number      EPS performance conditions   EPS performance conditions 
  of Director        Grant        of shares     of shares         prior to adjustment            after adjustment 
                                 under Award   under Award 
                                   before         after 
                                 adjustment     adjustment 
---------------  ------------  -------------  -------------  ---------------------------  ---------------------------- 
                                                               Aggregate     Percentage    Aggregate      Percentage 
                                                                  EPS         of vesting   EPS            of vesting 
                                                                targets       of that      targets        of that 
                                                                over the      portion      over the       portion 
                                                                 three        of Awards    three          of Awards 
                                                               financial      made over    financial      made over 
                                                                 years        Ordinary     years          Ordinary 
                                                               commencing     Shares       commencing     Shares worth 
                                                                with the      worth up     with the       up to and 
                                                                year of       to and       year of        including 
                                                                 grant        including    grant          50% of 
                                                                              50% of                      salary 
                                                                              salary                      (i) 
                                                                              (i) 
 
   Andrew           12 April 
   Wyllie             2011         169,294        181,952                 n/a                n/a 
                                                                                           Below 81.66 pence 
                                                              Below 90 pence 0%             0% 
                                                               90 pence 15%                 81.66 pence 15% 
                                                               100 pence or more            90.73 pence or more 
                                                               100%                         100% 
                                                               90 to 100 pence 15%          81.66 to 90.73 pence 
                                                               to 100%                      15% to 100% 
            09 May                                             on a straight line           On a straight line 
              2012                207,044        222,524       basis                        basis 
                                                                                           Below 80.48 pence 
                                                              Below 88.7 pence 0%           0% 
                                                               88.7 pence 15%               80.48 pence 15% 
                                                               100 pence or more            90.73 pence or more 
                                                               100%                         100% 
                                                               88.7 to 100 pence            80.48 to 90.73 pence 
                                                               15% to 100%                  15% to 100% 
            07 May                                             On a straight line           On a straight line 
              2013                163,293        175,502       basis                        basis 
 
 
   Tony             12 April 
   Bickerstaff        2011         112,157        120,542       n/a                          n/a 
                                                                                           Below 81.66 pence 
                                                              Below 90 pence 0%             0% 
                                                               90 pence 15%                 81.66 pence 15% 
                                                               100 pence or more            90.73 pence or more 
                                                               100%                         100% 
                                                               90 to 100 pence 15%          81.66 to 90.73 pence 
                                                               to 100%                      15% to 100% 
            09 May                                             on a straight line           on a straight line 
              2012                137,167        147,422       basis                        basis 
                                                                                           Below 80.48 pence 
                                                              Below 88.7 pence 0%           0% 
                                                               88.7 pence 15%               80.48 pence 15% 
                                                               100 pence or more            90.73 pence or more 
                                                               100%                         100% 
                                                               88.7 to 100 pence            80.48 to 90.73 pence 
                                                               15% to 100%                  15% to 100% 
            07 May                                             on a straight line           on a straight line 
              2013                108,691        116,817       basis                        basis 
 
 
 

(i) 50% of the Awards (Tier 1) are subject to aggregate EPS as shown in the table above. The remaining 50% of the Awards (Tier 2) are based on operating profit (which has not been adjusted). In addition no element of the Tier 2 Awards will vest unless an EPS underpin has been achieved which requires Tier 1 performance conditions to be met in full and for the EPS for the financial year ending 31 December 2014 (for the 2012 LTIP Awards) to be at least 35.5p and for the financial year ending 31 December 2015 (for the 2013 LTIP Awards) to be at least 37.3p. These EPS underpins have now been adjusted to 32.21p and 33.84p respectively.

01 April 2014

ENQUIRIES:

 
 Costain Group PLC     Tel: 01628 842 444 
 Tracey Wood 
  Company Secretary 
 
 Instinctif Partners   Tel: 020 7457 2020 
 Mark Garraway 
 Helen Tarbet 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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