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LIBERTY TWO DEGREES LIMITED - Dealings in Securities

Release Date: 03/03/2023 08:00
Code(s): L2D     PDF:  
Wrap Text
Dealings in Securities

LIBERTY TWO DEGREES LIMITED
Incorporated in the Republic of South Africa
(Registration number 2018/388906/06)
(Approved as a REIT by the JSE)
Share code: L2D   ISIN: ZAE000260576
(“L2D” or “the Company”)


DEALINGS IN SECURITIES


In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of the JSE Limited (“JSE”), L2D
hereby announces the following transactions for the Directors and the Company Secretary of the Company
in terms of L2D’s Restricted Share Plan (“the LTIP”).

1. FORFEITURE OF RESTRICTED SHARES PREVIOUSLY AWARDED

As a result of the performance condition, being distribution growth in excess of inflation, not being met in
respect of 100% of the third and final tranche of performance-based restricted shares awarded on 1 March
2018, the following restricted ordinary shares held by the Executive Directors were forfeited on 1 March
2023:

Director (Chief Executive)                         Amelia Beattie
Number of securities forfeited                     166 700 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R716 810.00

Director (Chief Commercial Officer)                José Snyders
Number of securities forfeited                     125 026 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R537 611.80

As a result of the performance condition, being distribution growth in excess of inflation, not being met in
respect of 100% of the second tranche of performance-based restricted shares awarded on 1 March 2019,
the following restricted ordinary shares held by the Executive Directors and Company Secretary were
forfeited on 1 March 2023:

Director (Chief Executive)                         Amelia Beattie
Number of securities forfeited                     212 744 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R914 799.20

Director (Chief Commercial Officer)                José Snyders
Number of securities forfeited                     141 829 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R609 864.70

Company Secretary                                  Benjamin Swanepoel
Number of securities forfeited                     23 638 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R101 643.40

As result of the performance conditions, being distribution growth, total return of assets against the MSCI
benchmark and a strategic component not being fully met, 85% of the first tranche of performance-based
restricted shares awarded on 1 March 2020 held by the Executive Directors and Company Secretary were
forfeited on 1 March 2023 as follows:

Director (Chief Executive)                         Amelia Beattie
Number of securities forfeited                     244 650 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R1 051 995.00

Director (Chief Commercial Officer)                José Snyders
Number of securities forfeited                     159 022 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R683 794.60

Company Secretary                                  Benjamin Swanepoel
Number of securities forfeited                     36 697 ordinary shares
Notional value per share *                         R4.30
Total notional value lost                          R157 797.10

2. VESTING OF RESTRICTED SHARES PREVIOUSLY AWARDED

Director (Chief Executive)                         Amelia Beattie
Date of award                                      1 March 2020
Date of transaction (Vesting date)                 1 March 2023
Number of securities                               43 173 ordinary shares
Nature of transaction                              Off-market vesting of restricted share awards in respect
                                                   of 15% of the first tranche of the 1 March 2020 awards.
                                                   (No shares were sold to cover the income tax liability)
Vesting periods                                    One-third on 1 March 2023, another one-third on 1 March
                                                   2024 and the balance on 1 March 2025.
Price per share *                                  R4.30
Total value of transaction                         R185 643.90
Nature and extent of interest                      Direct beneficial

Director (Chief Commercial Officer)                José Snyders
Date of award                                      1 March 2020
Date of transaction (Vesting date)                 1 March 2023
Number of securities                               28 063 ordinary shares
Nature of transaction                              Off-market vesting of restricted share awards in respect
                                                   of 15% of the first tranche of the 1 March 2020 awards.
                                                   (No shares were sold to cover the income tax liability)
Vesting periods                                    One-third on 1 March 2023, another one-third on 1 March
                                                   2024 and the balance on 1 March 2025.
Price per share *                                  R4.30
Total value of transaction                         R120 670.90
Nature and extent of interest                      Direct beneficial

Company Secretary                                  Benjamin Swanepoel
Date of award                                      1 March 2020
Date of transaction (Vesting date)                 1 March 2023
Number of securities                               6 476 ordinary shares
Nature of transaction                              Off-market vesting of restricted share awards in respect
                                                   of 15% of the first tranche of the 1 March 2020 awards.
                                                   (No shares were sold to cover the income tax liability)
Vesting periods                                    One-third on 1 March 2023, another one-third on 1 March
                                                   2024 and the balance on 1 March 2025.
Price per share *                                  R4.30
Total value of transaction                         R27 846.80
Nature and extent of interest                      Direct beneficial

3. GRANT AND ACCEPTANCE OF SHARE AWARDS BY THE EXECUTIVE DIRECTORS

In compliance with paragraphs 3.63 to 3.74 of the JSE Listings Requirements, L2D hereby announces that
the Directors of the Company have been granted, and have accepted, share awards in terms of L2D’s
Long-Term Incentive Plan (“the LTIP”).

L2D’s Remuneration Committee approved the following share awards which are subject to performance
conditions:

Director (Chief Executive)                         Amelia Beattie
Acceptance date                                    1 March 2023
Number of securities                               1 395 349
Nature of transaction                              Off-market award and acceptance of share awards in
                                                   terms of the LTIP.
Vesting periods                                    One-third on 1 March 2026, another one-third on 1 March
                                                   2027 and the balance on 1 March 2028 subject to
                                                   performance conditions, being distribution growth, total
                                                   return of assets against the MSCI benchmark and a
                                                   strategic component.
Price per share *                                  R4.30
Total value of transaction                         R6 000 000.70
Nature and extent of interest                      Indirect beneficial, via L2D’s Restricted Share Plan Trust

Director (Chief Executive)                         Amelia Beattie
Acceptance date                                    1 March 2023
Number of securities                               270 533
Nature of transaction                              Off-market award and acceptance of share awards in
                                                   respect of a portion of short-term incentive remuneration
                                                   being deferred and converted into restricted shares in
                                                   terms of the LTIP.
Vesting periods                                    One-third on 1 September 2024, another one-third on
                                                   1 September 2025 and the balance on 1 September 2026.
                                                   No conditionality applies.
Price per share *                                  R4.30
Total value of transaction                         R1 163 291.90
Nature and extent of interest                      Indirect beneficial, via L2D’s Restricted Share Plan Trust

Director (Chief Commercial Officer)                José Snyders
Acceptance date                                    1 March 2023
Number of securities                               813 953
Nature of transaction                              Off-market award and acceptance of share awards in
                                                   terms of the LTIP.
Vesting periods                                    One-third on 1 March 2026, another one-third on 1 March
                                                   2027 and the balance on 1 March 2028 subject to
                                                   performance conditions, being distribution growth, total
                                                   return of assets against the MSCI benchmark and a
                                                   strategic component.
Price per share *                                  R4.30
Total value of transaction                         R3 499 997.90
Nature and extent of interest                      Indirect beneficial, via L2D’s Restricted Share Plan Trust

Director (Chief Commercial Officer)                José Snyders
Acceptance date                                    1 March 2023
Number of securities                               150 000
Nature of transaction                              Off-market award and acceptance of share awards in
                                                   respect of a portion of short-term incentive remuneration
                                                   being deferred and converted into restricted shares in
                                                   terms of the LTIP.
Vesting periods                                    One-third on 1 September 2024, another one-third on
                                                   1 September 2025 and the balance on 1 September 2026.
                                                   No conditionality applies.
Price per share *                                  R4.30
Total value of transaction                         R645 000.00
Nature and extent of interest                      Indirect beneficial, via L2D’s Restricted Share Plan Trust

Director (Chief Financial Officer)                 Barbara Makhubedu
Acceptance date                                    1 March 2023
Number of securities                               1 162 791
Nature of transaction                              Off-market award and acceptance of share awards in
                                                   terms of the LTIP.
Vesting periods                                    One-third on 1 March 2026, another one-third on 1 March
                                                   2027 and the balance on 1 March 2028 subject to
                                                   performance conditions, being distribution growth, total
                                                   return of assets against the MSCI benchmark and a
                                                   strategic component.
Price per share *                                  R4.30
Total value of transaction                         R5 000 001.30
Nature and extent of interest                      Indirect beneficial, via L2D’s Restricted Share Plan Trust

Clearance to trade was obtained in terms of paragraph 3.66 of the JSE Listings Requirements.

* The price per share is the closing price of the L2D ordinary share on Tuesday, 28 February 2023.


Johannesburg
3 March 2023

Sponsor
Merchantec Capital

Investor Relations
Sumenthree Moodley
Contact number: 011 358 9171

Date: 03-03-2023 08:00:00
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