13 December 2011
Bowleven plc ("Bowleven" or the "Company")
Vesting of 2008 LTIP Awards and Grant of 2011 LTIP Awards to directors
pursuant to the Bowleven Long Term Incentive Plan
Vesting of 2008 LTIP Awards
Bowleven wishes to announce that following the expiry of the 3 year Performance Period in respect of the grant of Awards made under the Bowleven Long Term Incentive Plan (LTIP) on 11 December 2008 (the 2008 LTIP Awards) the Company's Remuneration Committee resolved on 12 December 2011 that the relevant performance conditions attached to the 2008 LTIP Awards had been satisfied. Bowleven's Total Shareholder Return (TSR) calculated in accordance with the LTIP was in the Upper Quartile in the Comparator List and as a result 100% of the 2008 LTIP Awards vested in favour of the following directors:-
Director |
No. of Shares that vested on 12 December 2011 |
John Brown |
327,273 |
Kevin Hart |
775,758 |
Chief Tabetando |
477,273 |
Ed Willett |
424,242 |
Peter Wilson |
327,273 |
Further to the vesting of the 2008 LTIP Awards, and in accordance with the rules of the LTIP the above shares have been transferred to the relevant individuals by the trustee of the Company's Employee Benefit Trust. Following this transfer, instructions have been given to sell a proportion of the above Shares primarily in order to account for the tax payable by UK directors on vesting of the 2008 LTIP Awards. The number of shares instructed to be sold on behalf of each director are set out below:
Director |
No. of Shares instructed to be sold
|
John Brown |
183,173 |
Kevin Hart |
403,394 |
Chief Tabetando |
nil |
Ed Willett |
303,364 |
Peter Wilson |
194,392 |
Following the above notifications, the relevant directors' beneficial interests in Shares are as follows:
Director |
Shareholding
|
||
Previous holding |
Current holding (after above sales) |
% Issued Share Capital |
|
John Brown |
122,675 |
266,775 |
0.09 |
Kevin Hart |
2,190,000 |
2,562,364 |
0.87 |
Chief Tabetando |
1,080,428 |
1,557,701 |
0.53 |
Ed Willett |
217,235 |
338,113 |
0.11 |
Peter Wilson |
277,119 |
410,000 |
0.14 |
Grant of 2011 LTIP Awards
In accordance with the Company's remuneration policy, on 12 December 2011 the Company's Remuneration Committee also resolved to grant Awards under the LTIP to the directors listed below.
Pursuant to the Rules of the LTIP, Awards may only be made to directors at certain prescribed times, including within 42 days of the announcement by the Company of its annual results. Awards under the LTIP are restricted to 200% of the annual salary of the relevant employee in any one financial year and no more than 400% of salary over any three year period. The relevant percentage of salary in respect of the 2011 LTIP Awards referred to below is based upon a share price of 70.5 pence being the Company's closing share price on Friday 9 December 2011.
Director |
No. of Shares over which awards granted on 12 December 2011 |
Percentage of Basic Salary |
John Brown |
273,498 |
100% |
Kevin Hart |
729,328 |
150% |
Chief Tabetando |
341,872 |
100% |
Ed Willett |
303,887 |
100% |
Peter Wilson |
273,498 |
100% |
The above Awards should ordinarily vest on or around the third anniversary of the date of grant but only to the extent that certain performance conditions are satisfied by the Company during that period.
No consideration was payable by the directors for the grant of the above Awards.
ENQUIRIES
For further information please contact:
Bowleven plc
Kevin Hart, Chief Executive 00 44 131 524 5678
Peter Wilson, Company Secretary
Brunswick Group LLP
Patrick Handley 00 44 207 404 5959
Natalia Erikssen
BofA Merrill Lynch (NOMAD)
Derek Ross 00 44 207 628 1000
Tony White