2 April 2014
Sports Direct International plc
Supplemental Executive Bonus Share Scheme
2015 Bonus Share Scheme
Sports Direct International plc ("Sports Direct" or "the Group"), the UK's leading sports retailer, announces that it has decided to cancel the General Meeting which had been scheduled for Friday 4th April to consider the proposed Supplemental Executive Bonus Share Scheme.
Dave Singleton, non-Executive Director and Chairman of the Remuneration Committee, commented:
"During our on-going discussions with institutional shareholders, it became apparent that, while we had the support of some of our largest shareholders, we had not been able to secure the requisite level of shareholder approval.
"While the Board is disappointed that this resolution will not now be passed, we respect shareholders' views. We remain convinced of the benefit of aligning Mike Ashley's interests with those of all other shareholders.
"The final outcome is particularly disappointing given that a clear majority (over 60%) voted in favour of the original scheme proposed in September 2012 and we narrowly missed the required support for the Supplemental Executive Bonus Share Scheme."
Based on shareholder feedback, the Board intends to seek shareholder approval for a 2015 Bonus Share Scheme that will be voted on by shareholders at the Group's Annual General Meeting in September 2014. It is proposed that participants in the 2015 Bonus Share Scheme will include all eligible employees, members of senior management including those participants in the current Executive Bonus Share Scheme and the Executive Deputy Chairman, Mike Ashley.
If shareholders approve the implementation of the 2015 Bonus Share Scheme, an initial grant of options over 25 million ordinary shares in the Group (amounting to approximately 4.2% of the issued share capital of the Group) would be made to eligible participants. The grant of any options would be conditional upon the achievement by the Group of the following EBITDA targets: (i) FY2016 of £480 million; (ii) FY2017 of £570 million; (iii) FY2018 of £650 million; and (ii) FY2019 of £750 million. Given his participation, Mike Ashley has informed the Board that he will not exercise his shareholder rights to vote on any resolution to approve the 2015 Bonus Share Scheme.
Commenting on the share scheme, Keith Hellawell, Sports Direct's Chairman said:
"Sports Direct's Employee Bonus Share Scheme is one of the most wide-reaching and successful employee reward schemes in the UK. The success of the scheme is demonstrated by the shareholder value created, with the share price reaching an all-time high this week and now almost seven times higher than when the 2009 Employee Bonus Share Scheme was approved by shareholders."
Further details of the 2015 Bonus Share Scheme will be contained in a Shareholder Circular, which will be posted to shareholders prior to the Annual General Meeting.
The Group's full year pre-close statement will be released on 23 April 2014.
For further information, please contact:
Sports Direct International plc 0845 129 9229
Dave Forsey- Chief Executive
Jeff Blue- Director, Strategic Development
Powerscourt 020 7250 1446
Notes to Editors
Sports Direct is the UK's leading sports retailer by revenue and operating profit, with approximately 400 stores across the UK. The Group provides an unrivalled range of products, offering exceptional quality and unbeatable value, from a wide variety of third-party and Group-owned brands, both in-store and online. Sports Direct operates approximately 270 stores in 19 European countries, including Belgium, Austria, Slovenia, Portugal and France.
The Group has an extensive brand portfolio, comprising 28 internationally recognised sports, fashion and lifestyle brands including Dunlop, Slazenger, Everlast, Lonsdale and Karrimor.
Sports Direct was founded in 1982, listed on the London Stock Exchange in 2007 and is a constituent of the FTSE 100 index. For more information please visit www.sportsdirectplc.com.