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BOKU Inc.

09/21/2020 | Press release | Distributed by Public on 09/21/2020 00:06

Vesting of PDMR RSUs and PDMR Dealings

21 September 2020

Boku, Inc.

('Boku' or the 'Company' and, together with its subsidiaries, the 'Group')

Vesting of PDMR Restricted Stock Units and PDMR Dealings

The Company announces that on 16 and 17 September 2020, restricted stock units ('RSUs') over 1,915,029 common shares of $0.0001 each in the Company ('Common Shares') vested for the PDMRs listed below. This vesting triggered immediate tax liabilities that, in the case of Mark Britto, were satisfied by a partial sale of the resultant Common Shares. Further information is provided in the disclosure tables below.

The net increases in shareholdings for the PDMRs following these transactions are as follows:

Name

Role

Net shares acquired

Resultant shareholding

% of issued share capital

Mark Britto

Non-Executive Chairman

1,274,773

10,328,145

3.604%

Keith Butcher

Chief Financial Officer

103,276

368,750

0.129%

Richard Hargreaves

Independent Non-Executive Director

103,276

1,486,284

0.519%

The Company also announces that, on 17 September 2020, Jon Prideaux, Chief Executive Officer, exercised a total of 2,000,000 options over Common Shares at 89 penceper share under the Company's Amended and Restated 2009 Equity Incentive Plan (the 'Plan'). The Plan obliged Mr. Prideaux to exercise these options and sell a sufficient portion of the resultant Common Shares in order to meet resultant tax liabilities and to repay the promissory note of US$793,500 issued to him on 24 December 2013, as outlined in the Company's Admission Document, in connection with the issue of 1,150,000 Common Shares to him, prior to its expiry in December 2023. Accordingly, on 17 September 2020, Mr. Prideaux sold a total of 1,972,094 Common Shares at an average price of 89pence per share.

Following this notification, Mr. Prideaux's beneficial holding in the Company has increased to 2,643,829Common Shares (which represents 0.923%of the issued share capital of the Company).

Further details of the above transactions are detailed in the disclosure tables below.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

1.

Details of the person discharging managerial responsibilities / person closely associated

a.

Name

(i) Mark Britto

(ii) Keith Butcher

(iii) Richard Hargreaves

2.

Reason for the notification

a.

Position/status

(i) Non-Executive Chairman

(ii) Chief Financial Officer

(iii) Independent Non-Executive Director

b.

Initial notification / Amendment

Initial notification

3.

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

a.

Name

Boku, Inc.

b.

LEI

549300Y4P2ZPFKCZ0C60

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.

Description of the financial instrument, type of instrument

Identification code

Common Shares of $0.0001 each

USU7744C1063

b.

Nature of the transaction

Acquisition of Common Shares, following vesting of restricted stock units under the 2009 and 2017 Equity Incentive Plans

c.

Price(s) and volume(s)

Price(s)

Volume(s)

(i) Nil

1,708,477

(i) Nil

103,276

(i) Nil

103,276

d.

Aggregated information

-Aggregated volume

-Price

N/A - single transactions as above in (c)

e.

Date of the transaction

(i) 17/09/2020

(ii) 16/09/2020

(iii) 16/09/2020

f.

Place of the transaction

Outside a trading venue

1.

Details of the person discharging managerial responsibilities / person closely associated

a.

Name

(i) Mark Britto

2.

Reason for the notification

a.

Position/status

(i) Non-Executive Chairman

b.

Initial notification / Amendment

Initial notification

3.

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

a.

Name

Boku, Inc.

b.

LEI

549300Y4P2ZPFKCZ0C60

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.

Description of the financial instrument, type of instrument

Identification code

Common Shares of $0.0001 each

USU7744C1063

b.

Nature of the transaction

Sale of sufficient Common Shares to meet tax liabilities as a condition of the vesting restricted stock units

c.

Price(s) and volume(s)

Price(s)

Volume(s)

90p

433,704

d.

Aggregated information

-Aggregated volume

-Price

N/A - single transactions as above in (c)

e.

Date of the transaction

17/09/2020

f.

Place of the transaction

London Stock Exchange (XLON); AIM

1.

Details of the person discharging managerial responsibilities / person closely associated

a.

Name

Jon Prideaux

2.

Reason for the notification

a.

Position/status

Chief Executive Officer

b.

Initial notification / Amendment

Initial notification

3.

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

a.

Name

Boku, Inc.

b.

LEI

549300Y4P2ZPFKCZ0C60

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.

Description of the financial instrument, type of instrument

Identification code

Common Shares of $0.0001 each

USU7744C1063

b.

Nature of the transaction

Exercise of options

c.

Price(s) and volume(s)

Price(s)

Volume(s)

89p

2,000,000

d.

Aggregated information

-Aggregated volume

-Price

N/A - single transaction as above in (c)

e.

Date of the transaction

17/09/2020

f.

Place of the transaction

Outside a trading venue

1.

Details of the person discharging managerial responsibilities / person closely associated

a.

Name

Jon Prideaux

2.

Reason for the notification

a.

Position/status

Chief Executive Officer

b.

Initial notification / Amendment

Initial notification

3.

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

a.

Name

Boku, Inc.

b.

LEI

549300Y4P2ZPFKCZ0C60

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.

Description of the financial instrument, type of instrument

Identification code

Common Shares of $0.0001 each

USU7744C1063

b.

Nature of the transaction

Sale of exercised options

c.

Price(s) and volume(s)

Price(s)

Volume(s)

89p

1,972,094

d.

Aggregated information

-Aggregated volume

-Price

N/A - single transaction as above in (c)

e.

Date of the transaction

17/09/2020

f.

Place of the transaction

London Stock Exchange (XLON); AIM

Enquiries:

Boku, Inc.

Jon Prideaux, Chief Executive Officer

Keith Butcher, Chief Financial Officer

+44 (0)20 3934 6630

Peel Hunt LLP (Nominated Adviser and Broker)

Edward Knight / Nick Prowting / Christopher Golden

+44 (0)20 7418 8900

IFC Advisory Limited (Financial PR & IR)

Tim Metcalfe / Graham Herring / Florence Chandler

+44 (0)20 3934 6630

Notes to Editors

Boku Inc. (AIM: BOKU) is a leading global provider of mobile payment and mobile identity solutions. Boku's technology platform, which is linked to more than 200 mobile wallets and network operators worldwide, verifies user identity, executes payments, and provisions new services, simplifying daily mobile interactions between consumers and digital organizations.

Boku's technology platform is used in over 59 countries with over 815 million verified transactions in 2019, contributing $5 billion to the digital economy. Businesses that currently employ Boku's platform to simplify sign-up, acquire new paying users and prevent fraud include global leaders such as Apple, Discover, Experian, Facebook, FIS, Fiserv, Google, Microsoft, Netflix, Paypal, Sony, and Western Union.

Boku Inc. was incorporated in 2008 and is headquartered in London, UK, with offices in various locations globally including in the US, Mumbai, Munich, Beijing, Paris, Sao Paulo, Singapore, Taipei, and Tokyo.

To learn more about Boku Inc., please visit: https://www.boku.com