PHSC Plc - Transaction in Own Shares

PHSC Plc - Transaction in Own Shares

PR Newswire

London, February 16

16 February 2022

PHSC PLC

("PHSC" or the "Company")

Transaction in Own Shares

PHSC (AIM: PHSC), a leading provider of health, safety, hygiene and environmental consultancy services and security solutions to the public and private sectors, announces that it has today made the following purchases of ordinary shares of 10p each ("Ordinary Shares") pursuant to its share buyback programme announced on 21 January 2022 (the "Buyback Programme"):

Date of purchases:	16 February 2022
Number of Ordinary Shares purchased (the "Buyback Shares"):	114,850
Highest price paid per Ordinary Share:	24.10p
Lowest price paid per Ordinary Share:	23.70p
Volume weighted average price:	24.02p

The Company will hold the Buyback Shares in treasury. Following the repurchase of the Buyback Shares set out above, the Company's issued share capital consists of 12,756,983 Ordinary Shares (excluding treasury shares), and the Company will hold 1,920,274 Ordinary Shares in treasury with no voting rights attached. Therefore, the total voting rights in the Company will be 12,756,983. This figure for the total number of voting rights may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Directors' Dealings and Concert Party Holding

As announced on 21 January 2022, the Board notes that certain of the Company's directors, namely Stephen King (Chairman and CEO) and Nicola Coote (Deputy Chairman and Deputy CEO) (the "Concert Party Directors"), co-founders and longstanding executive directors of the Company, are deemed, along with their respective spouses and close relatives, to be members of a concert party in respect of the Company as defined in the City Code on Takeovers and Mergers (the "City Code") (the "Concert Party").

Accordingly, the Concert Party Directors agreed, prior to any share purchases occurring pursuant to the Buyback Programme, to enter into irrevocable undertakings in respect of the Buyback Programme (the "Irrevocables"). Pursuant to the terms of the Irrevocables, the Concert Party Directors have irrevocably and unconditionally agreed to sell (in the case of Stephen King, via his SIPP provider, the entity which holds the majority of his interest in the Ordinary Shares) to the Company such number of Ordinary Shares as is required to ensure that the existing aggregate percentage holding of the Concert Party does not increase at any time as a result of the implementation of the Buyback Programme.

Pursuant to the Irrevocables, the Buyback Shares above therefore include Ordinary Shares acquired by the Company from Stephen King and Nicola Coote, as detailed below along with their resulting interests:

Shareholder(s)	Ordinary Shares sold to the Company on 16 February 2022	Resulting holding of Ordinary Shares (including spouse's holding)	Resulting percentage interest in the Ordinary Shares (including spouse's holding)
Stephen King	25,369	2,762,848	21.66
Nicola Coote	24,481	2,724,220	21.35
Other Concert Party members	-	50,000	0.39
Concert Party		5,537,068	43.40

The Company will make further announcements in due course following the completion of any further purchases pursuant to the Buyback Programme.

For further information please contact:

PHSC plc
Stephen King Tel: [phone]
[e-mail]
www.phsc.plc.uk

Strand Hanson Limited(Nominated Adviser) Tel: [phone]
James Bellman / Matthew Chandler

Novum Securities Limited (Broker) Tel: [phone]
Colin Rowbury

About PHSC

PHSC, through its trading subsidiaries, Personnel Health & Safety Consultants Ltd, RSA Environmental Health Ltd, QCS International Ltd, Inspection Services (UK) Ltd and Quality Leisure Management Ltd, provides a range of health, safety, hygiene, environmental and quality systems consultancy and training services to organisations across the UK. In addition, B2BSG Solutions Ltd offers innovative security solutions including tagging, labelling and CCTV.

PDMR Forms:

1.

Details of the person discharging managerial responsibilities/person closely associated

a)

Name:

Stephen King

2.

Reason for the notification

a)

Position/status:

Director

b)

Initial notification/Amendment:

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name:

PHSC plc

b)

LEI:

213800H1B3AR1XRE2674

4.

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

b)

Description of the financial instrument, type of instrument:
Identification code:

Ordinary shares of 10p each

GB0033113456

Nature of the transaction:

Sale of ordinary shares to Company pursuant to Buyback Programme

c)

Price(s) and volume(s):

Price(s)	Volume(s)
24p	25,369

d)

Aggregated information:

n/a (single transaction)

e)

Date of the transaction:

16 February 2022

f)

Place of the transaction:

Outside a trading venue

1.

Details of the person discharging managerial responsibilities/person closely associated

a)

Name:

Nicola Coote

2.

Reason for the notification

a)

Position/status:

Director

b)

Initial notification/Amendment:

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name:

PHSC plc

b)

LEI:

213800H1B3AR1XRE2674

4.

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

b)

Description of the financial instrument, type of instrument:
Identification code:

Ordinary shares of 10p each

GB0033113456

Nature of the transaction:

Sale of ordinary shares to Company pursuant to Buyback Programme

c)

Price(s) and volume(s):

Price(s)	Volume(s)
24p	24,481

d)

Aggregated information:

n/a (single transaction)

e)

Date of the transaction:

16 February 2022

f)

Place of the transaction:

Outside a trading venue

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended).