LIBERTY TWO DEGREES LIMITED - Impact Of Covid-19 On The Long Term Incentive Plan (LTIP)

            
L2D
Impact Of Covid-19 On The Long Term Incentive Plan (LTIP)

LIBERTY TWO DEGREES LIMITED
(Registration number: 2018/388906/06)
JSE share code: L2D
ISIN: ZAE000260576
(L2D or the Company)

IMPACT OF COVID-19 ON THE LONG TERM INCENTIVE PLAN (LTIP)

The Covid-19 pandemic and the economic impact created by the resultant lockdown has resulted in
worsening South Africas already extremely weak domestic economic position. The property sector has
been materially impacted as a result of the poor trading conditions and subsequent rental relief provided
to tenants. With the impact of the pandemic, L2D faces a situation in which the interests of shareholders
and all other stakeholders need to be protected by retaining and motivating the management team.

L2Ds Remuneration policy articulates and gives effect to direction on fair, responsible and transparent
remuneration which will promote the achievement of the strategic objectives, including the management
of risk, capital and liquidity and to encourage individual performance. The Board has therefore
considered the likely impact of Covid-19 on L2Ds Long Term Incentive Plan taking cogniscance of the
imperative to retain and motivate the management team in a manner that is aligned with the objectives
of L2Ds remuneration policy.

The achievement of the vesting criteria for the 2018, 2019 and 2020 LTIP awards may be materially
affected by the impact of Covid-19; however, these vesting conditions are not being modified.

In light of the impact of the current environment, the Board believes that a special once off LTIP award
is appropriate to achieve the required objectives and outcome. This special award is in accordance
with the Restricted Share Plan approved by shareholders in May 2020.

Given the need for management to focus on the delivery of L2Ds business recovery, the new awards
will carry the following conditionality:

    1. Management participants must achieve a fully achieved individual rating across each year
       between award and vesting.
    2. L2D must have made substantial progress in the four strategic building blocks in the execution
       of the strategy:
           Smart Spaces
           Good Spaces
           Interactive Spaces (a combination of On Demand, Inclusive and Immersive Spaces)
           Safe Spaces
    3. Progress will be assessed by L2Ds Remuneration Committee (Remco) at each vesting date
       of the awards and vesting will be in the sole discretion of Remco.
    4. Remco may, in its discretion, approve proportional vesting should the assessment of progress
       merit such.
    5. Vesting will occur in terms of the existing rules which is in three equal tranches commencing at
       the end of year 3.

The awards will range up to a maximum of 100% of an executives annual guranteed package.

No changes have been made to the the Short Term Incentive Scheme for the 2020 financial year.

The information set out above has not been reviewed or reported on by the Companys external
auditors.

GRANT AND ACCEPTANCE OF LTIP AWARDS BY THE EXECUTIVE DIRECTORS AND THE
COMPANY SECRETARY

In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements, L2D hereby
announces that the executive directors and the company secretary have been awarded, and accepted,
conditional awards in terms of a LTiP .
Awards in the LTIP will be settled in ordinary shares upon vesting, subject to the outcome of the
conditions imposed.

Chief Executive)                     Amelia Beattie
Acceptance date                      19 November 2020
Number of securities                 782 609
Nature of transaction                Off-market award and acceptance of share awards in
                                     terms of the LTIP
Vesting periods                      One-third after 3 years, another one-third after 4
                                     years and the balance after 5 years subject to
                                     performance conditions
Price per share *                    R4.60
Total value of transaction           R3 600 001.40
Nature and extent of interest        Indirect beneficial, via L2D's Restricted Share Plan
                                     Trust
Clearance obtained                   Yes

Financial Director                   Jose Snyders
Acceptance date                      19 November 2020
Number of securities                 521 739
Nature of transaction                Off-market award and acceptance of share awards in
                                     terms of the LTIP
Vesting periods                      One-third after 3 years, another one-third after 4
                                     years and the balance after 5 years subject to
                                     performance conditions
Price per share *                    R4.60
Total value of transaction           R2 399 999.40
Nature and extent of interest        Indirect beneficial, via L2D's Restricted Share Plan
                                     Trust
Clearance obtained                   Yes

Company Secretary                    Ben Swanepoel
Acceptance date                      19 November 2020
Number of securities                 63 000
Nature of transaction                Off-market award and acceptance of share awards in
                                     terms of the LTIP
Vesting periods                      One-third after 3 years, another one-third after 4
                                     years and the balance after 5 years subject to
                                     performance conditions
Price per share *                    R4.60
Total value of transaction           R289 800.00
Nature and extent of interest        Indirect beneficial, via L2D's Restricted Share Plan
                                     Trust
Clearance obtained                   Yes

* The price per share is the closing price of the L2D ordinary share on 18 November 2020.

Johannesburg
20 November 2020

Sponsor
The Standard Bank of South Africa Limited

Investor Relations
Gareth Rees
Contact number: 011 448 6804

Date: 20-11-2020 03:30:00
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