Centrica PLC
5 September 2006
Centrica plc
Long Term Incentive Scheme Allocations
Centrica announces that on 4 September 2006 a conditional allocation of ordinary
shares in Centrica plc was made by the trustee of the Centrica Long Term
Incentive Scheme (LTIS) to the following Executive Director:
Executive Director TSR shares EPS shares Total number of shares
in conditional allocation
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Sam Laidlaw 215,919 215,918 431,837
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The percentage of the allocation eventually to vest is dependent on the
satisfaction of performance criteria over a three-year performance period
commencing on 1 September 2006:
- half of the shares (EPS shares) will be subject to a performance condition
based on Centrica's growth in EPS(1) relative to the growth in RPI (All Items)
over three financial years. Growth in EPS will be calculated by comparing the
Company's EPS figure for the financial period preceding the date of allocation
with that for the financial period three years later(2); and
- half of the shares will be determined by the Company's Total Shareholder
Return (TSR) performance relative to the other companies comprising the LTIS
comparator group - the FTSE 100 at the start of the three-year performance
period (the TSR shares).
At the end of the performance period, the TSR performance condition will be
measured, the same calculation made for all the other 99 companies in the LTIS
comparator group and a ranking list will be compiled(3).
(1) EPS is calculated as the Company's earnings per share, adjusted for
exceptional items and certain re-measurements arising on the application of IAS
32 and IAS 39 (both of which are excluded on the grounds that such standards do
not represent the underlying performance of the business).
The conditional allocations shown above represent the maximum potential award
possible if all performance criteria are met at the end of the three-year
performance period. If and to the extent that the performance criteria are
satisfied at the conclusion of the performance period, the relevant number of
shares will be transferred to executives at the trustee's discretion.
(2) The maximum allocation of EPS shares only vests if the Company's growth in
EPS exceeds growth in RPI at our above 30%. No shares vest if the growth in EPS
over RPI is below 9%. Between 30% and 9% shares vest on a scale from 100% to
25%.
(3) The maximum allocation of TSR shares only vests if the Company's TSR over
the performance period is ranked in 20th position or above in the comparator
group. No shares vest if the TSR over the performance period is ranked below
50th position in the Comparator Group. From 20th to 50th position, shares vest
on a scale from 100% to 25%.
Total share interests held following this notification are as follows:
Executive Director LTIS allocation Ordinary Shares
--------------------------------------------------------
Sam Laidlaw 431,837 200,000
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*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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