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MEDICLINIC INTERNATIONAL PLC - Notification: transactions by persons discharging managerial responsibilities & persons closely associated with them

Release Date: 23/11/2020 12:30
Code(s): MEI     PDF:  
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Notification: transactions by persons discharging managerial responsibilities & 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
(“Mediclinic”, or the “Company”, or the “Group”)

23 November 2020

NOTIFICATION: TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES & PERSONS CLOSELY ASSOCIATED WITH THEM

Awards under the Company's Short-Term Incentive Scheme

As disclosed in the Directors’ Remuneration Report of 1 June 2020 for the year ending 31 March 2020
(“FY20”), given the significant global uncertainty caused by the COVID-19 pandemic (the “pandemic”),
the Group took a number of decisions to maintain its liquidity through the crisis in order to maximise its
support in tackling the pandemic. In light of this, and the Board’s decision to suspend the dividend, the
Remuneration Committee (the “Committee”) and wider Board debated at length the impact on
executive remuneration. Subsequently, the Committee decided it would be appropriate to suspend a
final decision on pay-outs already earned by the executive directors under the Company ’s Short-term
Incentive Scheme (“STI”) for performance during the financial year ended 31 March 2020 (“FY20”) until
later in the current financial year (“FY21”).

In support of South Africa’s establishment of a Solidarity Fund aimed at assisting the most vulnerable
South Africans to deal with the impact of the pandemic, the Group Chief Executive Officer (“CEO”) and
Group Chief Financial Officer voluntarily donated 30% of their salaries for three months to this essential
national initiative. Similarly, the divisional CEOs and all non-executive directors of the Board voluntarily
donated 30% of their salaries or fees for three months to benefit charities with similar aims in the
countries in which Mediclinic has a presence. In addition, all other Group and divisional executive
committee members made similar donations to related charities in their respective countries.

Given the vital role of facility-based frontline employees during the pandemic, the Committee
determined that the previously planned increases for these employees proceed. A decision on salary
increases for executive directors was, however, postponed until later in the year. The Committee
recently decided to approve the executive directors’ annual salary increase with effective from October
2020, excluding back-pay for the period April–September 2020.

On 12 November 2020, the Group released its results for the six months ending 30 September 2020
(“1H21”), reporting a robust 1H21 operating performance with a strong financial position and liquidity.
The Group continues to fulfil an essential role in combatting the pandemic. As an international
healthcare services provider, Mediclinic prioritises the safety of its employees and patients; the
continuity of its operations; and its support of and collaboration with the relevant health authorities – all
while delivering on its Group strategy. Considering this, the Committee has reviewed its position on the
FY20 STI pay-out.

Following careful review, the Committee has now decided to approve an award, exercising its discretion
to override the formulaic FY20 STI outcome (set out on page 212 of the 2020 Annual Report). Taking
into account all relevant factors, the Committee considered it appropriate to reduce the award by 60%,
which therefore equates to 17% of a maximum possible pay -out. Details of the pay-out will be included
in the FY21 Directors’ Remuneration Report.
In line with the Remuneration Policy, approved by shareholders at the 2020 Annual General Meeting,
50% of the STI outcome was deferred into shares for two years. Therefore, on 20 November 2020, the
following awards over ordinary shares in Mediclinic (“Shares”) were granted under the Company’s STI.

Name                                 Role                                    Number of Shares
                                                                             awarded under the
                                                                             STI

Dr Carel Aron van der Merwe          Group Chief Executive Officer           20 391
Petrus Jurgens Myburgh               Group Chief Financial Officer           13 383

The awards made under the STI were granted for nil consideration and are based on the average of
the middle-market quotations of a Share during a period of five consecutive dealing days ending with
the dealing day before the day of grant, which equates to £3.11 per Share.

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               Group Chief Executive Officer of the Company
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                             2138002S5BSBIZTD5I 60

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 financial     Ordinary shares
        instrument
        Identification Code             GB00B8HX8Z88

b)      Nature of the transaction       Award over ordinary shares in Mediclinic International
                                        plc granted at nil cost under the Company’s Short-term
                                        Incentive Scheme
c)      Price(s) and volume(s)          Price(s)                         Volume(s)
                                        £nil                                20 391
d)      Aggregated information
        Aggregated volume               20 391
        Price                           £nil
e)      Date of the transaction         20 November 2020
f)      Place of the transaction        Outside a trading venue

1.      Details of PDMR / person closely associated with them (“PCA”)
a)      Name                            Petrus Jurgens Myburgh

2.      Reason for the notification
a)      Position / status               Group Chief Financial Officer of the Company
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                             2138002S5BSBIZTD5I 60

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 financial    Ordinary shares
        instrument
        Identification Code             GB00B8HX8Z88
b)      Nature of the transaction       Award over ordinary shares in Mediclinic International
                                        plc granted at nil cost under the Company’s Short-term
                                        Incentive Scheme
c)      Price(s) and volume(s)          Price(s)                         Volume(s)
                                        £nil                             13 383
d)      Aggregated information
        Aggregated volume               13 383
        Price                           £nil
e)      Date of the transaction         20 November 2020
f)      Place of the transaction        Outside a trading venue

About Mediclinic International plc
Mediclinic is a diversified 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 ("UAE").

The Group’s core purpose is to enhance the quality of life.

Its vision is to be the partner of choice that people trust for all their healthcare needs.

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.

At 30 September 2020, Mediclinic comprised 76 hospitals, eight sub-acute and specialised hospitals,
17 day case clinics and 18 outpatient clinics. Hirslanden operated 17 hospitals and four day case clinics
in Switzerland with more than 1 900 inpatient beds; Mediclinic Southern Africa operations included 52
hospitals (three of which in Namibia), eight sub-acute and specialised hospitals and 11 day case clinics
(four of which operated by Intercare) across South Africa, and more than 8 700 inpatient beds; and
Mediclinic Middle East operated seven hospitals, two day case clinics and 18 outpatient clinics with
more than 900 inpatient beds in the UAE. In addition, under management contracts Mediclinic Middle
East operates one hospital in Abu Dhabi and will open a 200-bed hospital in the Kingdom of Saudi
Arabia in mid-2022.

The Company’s primary listing is on the London Stock Exchange (“LSE”) in the United Kingdom, with
secondary listings on the JSE 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:

Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181

Media queries
FTI Consulting
Ben Atwell/Ciara Martin – 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
Corporate broker (United Kingdom): Morgan Stanley & Co International plc and UBS Investment Bank
JSE sponsor (South Africa): Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor (Namibia): Simonis Storm Securities (Pty) Ltd

Date: 23-11-2020 12:30:00
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