LEWIS GROUP LIMITED - Directors Dealings in Securities

Release Date: 05/07/2018 17:28
Code(s): LEW
 
Wrap Text
Directors Dealings in Securities

Lewis Group Ltd
Reg. No. 2004/009817/06
JSE Share Code : LEW
ISIN : ZAE 000058236
ISIN No: ZAG000110222

(“Lewis” or the “Company”)

Directors Dealings in Securities

In compliance with the requirements 3.63 to 3.74 of the JSE Listings Requirements,
the following should be noted:

1.      The Lewis Long Term and Short Term Executive Performance Schemes –

1.1 Vesting of 3 Year Share Award

In terms of the Lewis Executive Performance Scheme, the share awards granted to the
directors on 30 June 2015 (refer to SENS announcement dated 3 July 2015) have
vested on 30 June 2018 as follows:
                                                        Share Awards        Implied
     Executive                Designation                  Vested            Value
J. Enslin          Director, Lewis Group Ltd                14 377           R 447 268
J. Bestbier        Director, Lewis Group Ltd                 2 200            R 68 442
L.A. Davies        Director, Lewis Stores (Pty) Ltd         11 016           R 342 708
D. Loudon          Director, Lewis Stores (Pty) Ltd         11 507           R 357 983
D.M. Oliphant      Director, Lewis Stores (Pty) Ltd          5 777           R 179 722

The awards were acquired for no consideration and are in respect of ordinary shares.
The implied value was calculated using the share price of R 31.11 at the close of
business on 29 June 2018.

1.2 Vesting of 4 Year Share Award

In terms of the Lewis Executive Performance Scheme, one half of the share awards
granted to the directors on 30 June 2015 (refer to SENS announcement dated 3 July
2015) vest on the third year and have therefore vested on 30 June 2018 as follows:

                                                        Share Awards        Implied
     Executive                Designation                  Vested            Value
J. Enslin          Director, Lewis Group Ltd                 6 000           R 186 660
J. Bestbier        Director, Lewis Group Ltd                 1 500            R 46 665
L.A. Davies        Director, Lewis Stores (Pty) Ltd          4 500           R 139 995
D. Loudon          Director, Lewis Stores (Pty) Ltd          4 000           R 124 440
D.M. Oliphant      Director, Lewis Stores (Pty) Ltd          4 000           R 124 440
The awards were acquired for no consideration and are in respect of ordinary shares.
The implied value was calculated using the share price of R 31.11 at the close of
business on 29 June 2018.

1.3 New 3 Year Award

In terms of the scheme, executives have been offered the right to acquire shares of the
Company for no consideration subject to the achievement of performance targets. The
share awards under this scheme will lapse, should the executive terminate his or her
employment before the completion of the period of the award other than in the event
of death, ill-health, retirement or retrenchment.

The Remuneration Committee have agreed to grant the executives a three-year award
(ie. a short term award) under this scheme.

The performance targets are set by the Remuneration Committee at the beginning of
the each of the 3 years and are based on a weighting set for each executive,
depending on their daily employment responsibilities, of the following:

- Headline earnings per share
- Quality of the debtors’ book
- Gross margin

As is the usual practice of the group, the annual performance targets set for the year
are reported in the Annual Integrated Report for the following year.

The following executives have been granted awards on 30 June 2018 under the Lewis
Long Term and Short Term Executive Performance Scheme:

                                                        Maximum No.
      Executive               Designation                of shares (for       Value
                                                               no
                                                        consideration)
J. Enslin          Director, Lewis Group Ltd                188 397       R 5 755 528
J Bestbier         Director, Lewis Group Ltd                114 284       R 3 491 376
W. Achmat          Director, Lewis Stores (Pty) Ltd          92 274       R 2 818 971
L.A. Davies        Director, Lewis Stores (Pty) Ltd         141 099       R 4 310 574
D. Loudon          Director, Lewis Stores (Pty) Ltd          95 438       R 2 915 631
D.M. Oliphant      Director, Lewis Stores (Pty) Ltd          87 898       R 2 685 284

The above values are deemed values based on a market price of R 30.55 calculated in
terms of the rules of the scheme.

2.       The Lewis Executive Retention Scheme –


2.1      Exercise of Matching Share Awards

In terms of the Lewis Executive Retention Scheme, the following executives elected
to exercise their matching share awards which were granted on 30 June 2015 (refer to
SENS announcement dated 3 July 2015):
                                                 Matching Share               Total
      Executive               Designation           Awards                    Value
                                                   Exercised
 J. Enslin          Director, Lewis Group Ltd        29 700                 R 923 967
 J. Bestbier        Director, Lewis Group Ltd         5 805                 R 180 594
 L.A. Davies        Director, Lewis Stores (Pty)     23 220                 R 722 374
                    Ltd
 D. Loudon          Director, Lewis Stores (Pty)     15 521                 R 482 858
                    Ltd
 D.M. Oliphant      Director, Lewis Stores (Pty)      7 511                 R 233 667
                    Ltd

The awards were acquired for no consideration and are in respect of ordinary shares.
The implied value was calculated using the share price of R 31.11 at the close of
business on 29 June 2018.

2.2      New Award: Matching Share Options

Senior executives who are invited to co-invest have earned an annual bonus and have
achieved the requisite performance targets set for them. These eligible executives can
elect to invest all or part of their net bonus in Lewis Group shares.

These invested shares (i.e. shares acquired using the executive’s net bonus) are held
on behalf of executives for a period of three years and matching shares equal to the
before tax bonus are awarded for no consideration at the end of the period. The
invested shares are purchased by the employee share trust on the open market on
behalf of executives.

The matching share award will lapse, should the executive terminate his or her
employment before the completion of the three-year period other than in the event of
death, ill-health, retirement or retrenchment.

In terms of the Lewis Executive Retention Scheme, the following executives elected
on 29 June 2018 to invest their net bonus in the Company’s shares and matching
awards were awarded to them under the Lewis Executive Retention Scheme:

                                             Invested     Matching         Total
      Executive         Designation           Shares       Share           Value
                                                          Awards
 J. Enslin        Director, Lewis Group       65 541      119 154       R 5 540 111
                  Ltd
 J. Bestbier      Director, Lewis Group       26 674        48 493      R 2 254 709
                  Ltd
 L.A. Davies      Director, Lewis Stores      50 222        91 304      R 4 245 214
                  (Pty) Ltd
 D. Loudon        Director, Lewis Stores      33 661        61 196      R 2 845 331
                  (Pty) Ltd
 D.M. Oliphant    Director, Lewis Stores      19 390        35 251      R 1 639 011
                  (Pty) Ltd
The invested shares were purchased on the open market on 2 July 2018 and 3 July
2018 at a volume weighted price of R 29.9960 with the highest and lowest price paid
being R 30.65 and R 29.75 respectively. The matching share awards will be received
by the scheme participants for no consideration.

3      Sale of Shares

The directors have sold ordinary shares on the open market between 3 July 2018 and
4 July 2018 at a volume weighted price of R 29.9414 with the highest and the lowest
price being R 30.10 and R 28.75 respectively, in order to settle their tax liability on
the awards vested above and to re-balance their personal portfolios as follows:

                                                            No. of
 Executive         Designation                              Shares Value

 J. Enslin         Director, Lewis Group Ltd                67 599          R 2 024 009

 J. Bestbier       Director, Lewis Group Ltd                12 930            R 387 142
 L.A. Davies       Director, Lewis Stores (Pty) Ltd         18 593            R 556 700

 D. Loudon         Director, Lewis Stores (Pty) Ltd         40 185          R 1 203 195

 D.M. Oliphant     Director, Lewis Stores (Pty) Ltd         21 719            R 650 298



4      Transfer of Shares

The following directors have elected to take transfer of shares arising from the vesting
of share awards.

                                              Shares to be             Implied Value
                                              transferred
Executive            Designation           Invested Vested       Invested       Vested
                                           Shares     Shares     Shares         Shares
L.A. Davies Director, Lewis Stores 13 699              20 143     R 1 354 493    R 626 649
            (Pty) Ltd

The implied values were calculated as follows:
       - Invested shares at R 98.8753 (refer to SENS announcement dated 3 July
           2015)
       - Vested shares at R 31.11 (refer to sections 1.1, 1.2 and 2.1 above)
The transfer will be made off- market.


All the transactions as set out in 1 to 4 above were for the direct benefit of the
director. The requisite clearances have been obtained.

Cape Town
5 July 2018
Sponsor: UBS South Africa (Pty) Ltd

Date: 05/07/2018 05:28:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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