Share incentive plan

Further to the announcement dated 13 January 2014, the Company confirms that it has established a HMRC approved SIP for all UK employees. The Board has agreed to make awards to all UK employees on the following basis:

1)    Free Shares up to a value of £3,000 to be issued at the prevailing middle market price at the close of business the day before an award;
2)    Partnership Shares to be subscribed for by employees either on a monthly or lump sum basis to a cumulative value of up to £1,800 to be purchased on market at the prevailing market price; and
3)    Matching Shares which are to be given to employees on the basis of two Matching shares for each Partnership Share.

It is intended that Free Share and Matching Share awards will be met by the transfer of ordinary shares of 1p each (“Ordinary shares”) currently held in Treasury and from continued on market purchases either by the Company or Capita IRG Trustees Limited as Trustee of the SIP. To the extent that Ordinary Shares are not available in Treasury or in the volume required through the market, it is the Company’s intention to issue new Ordinary Shares to meet these awards.

As part of the SIP, Richard Parris (Chairman & CEO), Andrew Walker (Finance Director) and Jayne Murphy (Operations Director) will receive an initial Free Share award to the value of £3,000 on 26 March 2014. In addition, all three parties have made binding commitments to subscribe for £1,800 of Partnership Shares from the April 2014 payroll at the prevailing market price on that date. Their updated interests in the shares of the Company will be notified immediately following these transactions.



Intercede Group plc
Tel. +44 (0)1455 558111
Andrew Walker, Finance Director

Tel. + 44 (0)20 7220 0500
Stuart Andrews, Corporate Finance
Joanna Weaving, Corporate Broking

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