Director/PDMR Shareholding

Jay DossetterNews

10 June 2020

GVC Holdings PLC
(“GVC” or “Company”)

Notification of Transactions by Persons Discharging Managerial Responsibility Or Persons Closely Associated

Awards granted under the GVC Holdings PLC 2017 Long Term Incentive Plan (“LTIP”) and the Annual and Deferred Bonus Plan (“ADBP”)

GVC Holdings PLC (LSE: GVC), the global sports betting and gaming group, announces the following awards over GVC ordinary shares of €0.01 each (“Shares”) were granted to Executive Directors of the Company on 10 June 2020 as set out below:

Director

Plan

Number of Shares subject to the Award

Kenneth Alexander

CEO

LTIP – 2020 grant

311,529

Kenneth Alexander

CEO

ADBP – 2019 Deferred Bonus

118,663

Rob Wood

CFO

LTIP – 2020 grant

136,803

Rob Wood

CFO

ADBP – 2019 Deferred Bonus

39,067

2020 LTIP Awards
The LTIP awards will normally vest on 10 June 2023, being the third anniversary of the award date subject to 1) continuous employment; and 2) the satisfaction of the relative Total Shareholder Return  and the cumulative Earnings Per Share performance conditions set by the Company’s Remuneration Committee on 25 February 2020.  These stretching performance conditions, which have not been adjusted to take into account any impact of the COVID-19 pandemic on GVC’s performance, are detailed in the 2019 Directors’ Remuneration Report on pages 111 and 112 of the GVC 2019 Annual Report (available on the GVC corporate website at https://gvc-plc.com/wp-content/uploads/2020/04/GVC-2019-Annual-Report-and-Accounts.pdf).

GVC was originally due to make these LTIP awards (and the ADBP wards) in March but, due to the uncertain outlook caused by COVID-19 and the impact on market values at that time, the Board’s Remuneration Committee took the decision to delay the grant. However, having taken early and decisive actions to mitigate the impact, and with the imminent reopening of its retail estate and the gradual resumption of sporting events, the Company’s outlook is now more certain, as reflected in the recovery in the share price. Accordingly, the Remuneration Committee agreed that it is now appropriate to make the awards. The terms of these awards provide the Remuneration Committee with the ability to review the outcome at vesting and, if it concludes that participants would benefit from ‘windfall gains’, it will consider making appropriate adjustments to reflect this.

2019 ADBP Awards
In the Company’s remuneration policy, 50% of the Executive Directors’ annual bonus is deferred in shares.  The above deferred bonus awards have therefore been granted in respect of the CEO and CFO’s annual bonus for the 2019 financial year.  These awards will normally vest on 10 June 2023, being the third anniversary of the award date, subject to continued employment.

Pay in response to COVID-19 pandemic
Separately, and not withstanding the more certain outlook, the Company announced on 1 May 2020 that, in light of the ongoing impact of the COVID-19 pandemic, the Board of Directors and members of the Group’s Executive Committee (“ExCo”) have taken a voluntary 20% reduction in basic salary and fees for three months (from  May 2020). In addition, the Executive Board Directors and ExCo members have also decided to forego their bonuses for 2020.

The information set out below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.

Enquiries:

Investor Relations

GVC Holdings PLC

David Lloyd-Seed, Director of Investor Relations & External Communications

Tel: +44 (0) 203 938 0000

Jennifer Spencer, Investor Relations Manager

investors@gvc-plc.com

Media

GVC Holdings PLC

Jay Dossetter, Head of CSR & Corporate Communications

Tel: +44 (0) 203 938 0000

Powerscourt

Rob Greening / Elly Williamson

Tel: +44 (0) 20 7250 1446

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Kenneth Alexander

2

Reason for the notification

a)

Position/status

Chief Executive Officer

b)

Initial notification/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

GVC Holdings PLC

b)

LEI

213800GNI3K45LQR8L28

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 instrument, type of instrument

Identification code

Ordinary shares of GVC Holdings PLC of €0.01 each 

IM00B5VQMV65

b)

Nature of the transaction

Grant of Conditional shares under the GVC Holdings PLC 2017 Long Term Incentive Plan

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

 311,529

d)

Aggregated information

Aggregated volume

Price

311,529 ordinary shares of €0.01 each

Nil consideration

e)

Date of the transaction

2020 June 10

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Kenneth Alexander

2

Reason for the notification

a)

Position/status

Chief Executive Officer

b)

Initial notification/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

GVC Holdings PLC

b)

LEI

213800GNI3K45LQR8L28

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 instrument, type of instrument

Identification code

Ordinary shares of GVC Holdings PLC of €0.01 each 

IM00B5VQMV65

b)

Nature of the transaction

Grant of Conditional shares under the GVC Holdings PLC Annual and Deferred Bonus Plan

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

 118,663

d)

Aggregated information

Aggregated volume

Price

118,663 ordinary shares of €0.01 each

Nil consideration

e)

Date of the transaction

2020 June 10

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Rob Wood

2

Reason for the notification

a)

Position/status

Chief Financial Officer

b)

Initial notification/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

GVC Holdings PLC

b)

LEI

213800GNI3K45LQR8L28

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 instrument, type of instrument

Identification code

Ordinary shares of GVC Holdings PLC of €0.01 each 

IM00B5VQMV65

b)

Nature of the transaction

Grant of Conditional shares under the GVC Holdings PLC 2017 Long Term Incentive Plan

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

136,803

d)

Aggregated information

Aggregated volume

Price

136,803 ordinary shares of €0.01 eac h

Nil consideration

e)

Date of the transaction

2020 June 10

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Rob Wood

2

Reason for the notification

a)

Position/status

Chief Financial Officer

b)

Initial notification/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

GVC Holdings PLC

b)

LEI

213800GNI3K45LQR8L28

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 instrument, type of instrument

Identification code

Ordinary shares of GVC Holdings PLC of €0.01 each 

IM00B5VQMV65

b)

Nature of the transaction

Grant of Conditional shares under the GVC Holdings PLC Annual and Deferred Bonus Plan

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

39,067

d)

Aggregated information

Aggregated volume

Price

39,067 ordinary shares of €0.01 each

Nil consideration

e)

Date of the transaction

2020 June 10

f)

Place of the transaction

Outside a trading venue