Wrap Text
Transactions by persons discharging managerial responsibilities and persons closely associated with them
Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
LEI: 2138002S5BSBIZTD5I60
South African income tax number: 9432434182
(“Mediclinic”, the “Company”, or the “Group”)
24 June 2019
NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
This notification sets out the details of awards over ordinary shares in Mediclinic (“Shares”) granted to
Directors and other persons discharging managerial responsibilities (“PDMRs”) on 19 June 2019
under the Company’s Short-Term Incentive Scheme (the “STI”) and Long-Term Incentive Plan (the
“LTIP”), together with details regarding the vesting and settlement of awards granted in 2017 under
the Company’s STI.
Awards granted under the Company's Short-Term Incentive Scheme and Long-Term Incentive Plan
On 19 June 2019, awards over Shares were granted to the following Directors and other PDMRs under
the Company’s STI and LTIP, approved by shareholders in July 2017.
Name Director/ Number of Number of Shares
PDMR Shares awarded under
awarded the LTIP
under the STI
Dr Carel Aron van der Merwe Director 21 962 373 437
Petrus Jurgens Myburgh Director 14 417 206 456
Daniel Petrus Meintjes Director 7 679 n/a
David John Hadley PDMR n/a 137 370
Gert Cornelis Hattingh PDMR n/a 81 466
Dr Rene Toua PDMR n/a 63 964
Magnus Oetiker PDMR n/a 108 746
Koert Hendrik Stefanus Pretorius PDMR n/a 88 928
Dr Dirk Cornelius le Roux PDMR n/a 63 964
Mr Daniel Liedtke PDMR n/a 129 015
The awards made under the STI and LTIP were granted for nil consideration and are based on the
average of the middle-market quotations of a Share during a period of five dealing days ending with the
dealing day before the day of grant, which equates to £3.01 per Share.
Short-term incentive awards to be made in 2019
Performance delivered against the pre-defined targets for the STI (including both financial and non-
financial metrics) resulted in a pay-out of 16.5% of a maximum bonus, as explained in the Directors’
Remuneration Report on pages 160 and 169 of the 2019 Annual Report. Given that the long-term
incentive awards vesting in 2019 had lapsed in full (as the performance targets were not achieved), the
Remuneration Committee considered that a relatively small pay-out under the STI was appropriate as
it reflected the sustained efforts of senior management and progress made by the Group to adapt to
the challenges in the healthcare services industry.
Consistent with the Company’s Remuneration Policy, 50% of the award was paid in cash and 50% was
deferred in shares for a period of two years. Deferred shares will be settled in cash, subject to continued
employment. This deferral is subject to employment conditions only; no further performance conditions
apply.
Long-term incentive awards to be made in 2019
As set out in the Remuneration Report (on page 159 of the 2019 Annual Report), in line with the normal
three-year cycle of the Remuneration Policy, the Remuneration Committee intends to undertake a full-
scale review of the Group’s approach to remuneration during the course of the coming year to ensure
that it remains fit-for-purpose in aligning the executive team’s remuneration with the long-term success
of Mediclinic. Nonetheless, the Remuneration Committee intends to make minor changes to the way in
which the Remuneration Policy is implemented over the course of the coming year to ensure that LTIPs
are aligned with the Group’s strategic priorities, in particular through the introduction of a return on
invested capital (“ROIC”) underpin to LTIP awards which allows the Remuneration Committee to review
the formulaic level of vesting delivered under the Earnings per Share and relative Total Shareholder
Return performance conditions based on the ROIC performance of the Company over the period.
Details of the changes are set out within the letter from the Chairperson of the Remuneration Committee
on pages 160–161 of the 2019 Annual Report.
In line with previous years, on 19 June 2019 the Remuneration Committee granted long-term incentive
awards with a face value of 200% of salary and 150% of salary to the Chief Executive Office and Chief
Financial Officer, respectively. Awards were also granted to the other members of the Group Executive
Committee. The Remuneration Committee considered that maintaining the award levels was
appropriate to motivate and retain critical talent while aligning the interests of the executive
management team with those of investors over the coming year as they continue to adapt and position
the business for future growth and improved returns.
Awards granted under the LTIP are structured as conditional awards, with vesting being subject to the
satisfaction of performance conditions over a three-year period. Executive Directors of Mediclinic will
be required to hold vested awards for a further two years (i.e. until the fifth anniversary of grant).
2019 STI award to Danie Meintjes
As explained in the Section 430(2B) announcement made on 14 August 2018 and in the Remuneration
Report in the 2019 Annual Report on page 171, upon Mr Meintjes’ retirement as an executive Director
on 31 July 2018, the Remuneration Committee considered both investors’ expectations and South
African labour market requirements in determining the treatment of Mr Meintjes’ outstanding incentive
awards. In accordance with his Service Agreement and the shareholder-approved Directors’
Remuneration Policy, it was agreed that Mr Meintjes remained eligible to receive a pro-rated STI award
in June 2019 in respect of the period during which he served as an executive Director (1 April 2018 to
31 July 2018).
Awards settled under the Company's Short-Term Incentive Scheme
Awards granted to Directors on 1 June 2017 in respect of the deferred element of the Company’s STI
vested on 1 June 2019. These awards were denominated in Shares and were settled in cash on 20
June 2019 based on the middle-market quotation of a Share on 31 May 2019, being £3.02 per Share.
The amount settled included the value of dividends attributable to the vested Shares during the period
between the date of grant and the date of vesting, being a total of 15.8 pence per share.
The table below sets out the number of shares vested for the Directors who were granted awards under
the STI on 1 June 2017 together with the corresponding cash settlement.
Name Number of Shares vested Cash Settlement
(including dividend
equivalents)
Petrus Jurgens Myburgh 1 10 815 £34 370
Daniel Petrus Meintjes 2 27 187 £86 400
Notes:
1 As Chief Financial Officer, Mr Myburgh is required to build and maintain a minimum holding of Shares equivalent
to a value of 200% of his annual base compensation. As that threshold had not been met on 1 June 2019, under
the Company’s Remuneration Policy, Mr Myburgh was required to apply 50% of the net of tax value of the vested
Shares to the purchase of ordinary shares in Mediclinic. As announced on 18 June 2019, Mr Myburgh purchased
3 000 shares on 14 June 2019 to fulfil this obligation.
2 Mr Meintjes was Chief Executive Officer of the Company at the time the award was granted and is now a non-
executive Director.
The notifications below are made in accordance with Articles 19.1 and 19.3 of the Market Abuse
Regulation.
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Dr Carel Aron van der Merwe
2. Reason for the notification
a) Position / status Chief Executive Officer - Mediclinic International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 373 437
d) Aggregated
information
Aggregated volume 373 437
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Short Term Incentive Scheme
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 21 962
d) Aggregated
information
Aggregated volume 21 962
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Petrus Jurgens Myburgh
2. Reason for the notification
a) Position / status Chief Financial Officer - Mediclinic International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
4.(1)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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 206 456
d) Aggregated
information
Aggregated volume 206 456
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
4.(2)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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Short Term Incentive Scheme
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 14 417
d) Aggregated
information
Aggregated volume 14 417
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
4.(3)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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Vesting and cash settlement of award over ordinary shares in
transaction Mediclinic International plc granted in 2017 under the Company’s
Short Term Incentive Scheme
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 10 815
d) Aggregated
information
Aggregated volume 10 815
Price £nil
e) Date of the 20 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Daniel Petrus Meintjes
2. Reason for the notification
a) Position / status Executive Director - Mediclinic International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
4.(1)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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Short Term Incentive Scheme
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 7 679
d) Aggregated
information
Aggregated volume 7 679
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
4.(2)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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Vesting and cash settlement of award over ordinary shares in
transaction Mediclinic International plc granted in 2017 under the Company’s
Short Term Incentive Scheme
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 27 187
d) Aggregated
information
Aggregated volume 27 187
Price £nil
e) Date of the 20 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name David John Hadley
2. Reason for the notification
a) Position / status Chief Executive Officer – Mediclinic Middle East
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 137 370
d) Aggregated
information
Aggregated volume 137 370
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Gert Cornelis Hattingh
2. Reason for the notification
a) Position / status Chief Corporate Services Officer - Mediclinic International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 81 466
d) Aggregated
information
Aggregated volume 81 466
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Dr Rene Toua
2. Reason for the notification
a) Position / status Group Chief Clinical Officer - Mediclinic International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 63 964
d) Aggregated
information
Aggregated volume 63 964
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Magnus Oetiker
2. Reason for the notification
a) Position / status Chief HR and Corporate Development Officer - Mediclinic
International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 108 746
d) Aggregated
information
Aggregated volume 108 746
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Koert Hendrik Stefanus Pretorius
2. Reason for the notification
a) Position / status Chief Executive Officer - Mediclinic Southern Africa
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 88 928
d) Aggregated
information
Aggregated volume 88 928
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Dr Dirk Cornelius le Roux
2. Reason for the notification
a) Position / status Chief Information Officer - Mediclinic International plc
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 63 964
d) Aggregated
information
Aggregated volume 63 964
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
1. Details of PDMR / person closely associated with them (“PCA”)
a) Name Mr Daniel Liedtke
2. Reason for the notification
a) Position / status Chief Executive Officer: Hirslanden Private Hospital Group
(Hirslanden AG)
b) Initial notification / Initial Notification
amendment
3. Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Mediclinic International plc
b) LEI 2138002S5BSBIZTD5I60
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 Ordinary Shares
financial instrument
Identification Code GB00B8HX8Z88
b) Nature of the Award over ordinary shares in Mediclinic International plc granted at
transaction nil cost under the Company’s Long Term Incentive Plan
c) Price(s) and
volume(s) Price(s) Volume(s)
£nil 129 015
d) Aggregated
information
Aggregated volume 129 015
Price £nil
e) Date of the 19 June 2019
transaction
f) Place of the Outside a trading venue
transaction
About Mediclinic International plc
Mediclinic is an international private healthcare services group, established in South Africa in 1983, with
divisions in Switzerland, Southern Africa (South Africa and Namibia) and the United Arab Emirates.
The Group’s core purpose is to enhance the quality of life.
Mediclinic is focused on providing specialist-orientated, multi-disciplinary services across the continuum
of care in such a way that the Group will be regarded as the most respected and trusted provider of
healthcare services by patients, medical practitioners, funders and regulators of healthcare in each of
its markets.
Mediclinic comprises 77 hospitals, five sub-acute hospitals, 12 day case clinics and 21 outpatient clinics.
Hirslanden operates 18 hospitals, two day case clinics and three outpatient clinics in Switzerland with
more than 1 900 inpatient beds; Mediclinic Southern Africa operates 52 hospitals, five sub-acute
hospitals and 12 day case clinics with more than 8 500 inpatient beds; and Mediclinic Middle East
operates seven hospitals, two day case clinics and 21 outpatient clinics with more than 900 inpatient
beds in the United Arab Emirates.
The Company’s primary listing is on the London Stock Exchange (“LSE”) in the United Kingdom, with
secondary listings on the Johannesburg Stock Exchange Ltd in South Africa and the Namibian Stock
Exchange in Namibia.
Mediclinic also holds a 29.9% interest in Spire Healthcare Group plc, a leading private healthcare group
based in the United Kingdom and listed on the LSE.
For further information, please contact:
Company Secretary, Link Company Matters Limited
Jayne Meacham / Caroline Emmet
+44 (0)20 7954 9569
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181
Media queries
FTI Consulting
Brett Pollard/Debbie Scott – UK
+44 (0)20 3727 1000
Sherryn Schooling – South Africa
+27 (0)21 487 9000
Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Joint corporate brokers: Morgan Stanley & Co International plc and UBS Investment Bank
JSE Ltd sponsor: Rand Merchant Bank (A division of FirstRand Bank Ltd)
NSX sponsor: Simonis Storm Securities (Pty) Ltd
Date: 24/06/2019 01:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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