Investor Presentaiton
BOOHOO GROUP PLC
NOTES TO THE FINANCIAL STATEMENTS
(FORMING PART OF THE FINANCIAL STATEMENTS) CONTINUED
ANNUAL REPORT AND ACCOUNTS 2021
/// FINANCIAL STATEMENTS
28 SHARE-BASED PAYMENTS
SUMMARY OF MOVEMENTS IN AWARDS
The ESOP options were valued using a Black-Scholes model. The inputs into the model were as follows:
ESOP
LTIP
16,662,625 3,448,959
10,890,334 2,288,000
(1,107,247) (44,565)
(2,294,250) (845,465)
24,151,462 4,846,929
2,195,821 434,971
SIP
2,919,338
2,074,748
SAYE
4,643,169
2,018,980
(84,855)
(413,251)
4,495,980
654,910
(545,710)
(1,556,512)
4,559,927
525,535
14,737,824 2,541,635 3,136,280
(3,289,819) (435,406) (596,247)
(2,787,501) (583,942) (324,943)
32,811,966 6,369,216 6,711,070
2,808,871
716,151 478,580
group,
Number of shares
Outstanding at 28 February 2019
Granted during the
year
year
Lapsed during the
Exercised during the year
Outstanding at 29 February 2020
Exercisable at 29 February 2020
Granted during the year
Lapsed during the year
Exercised during the year
Outstanding at 28 February 2021
Exercisable at 28 February 2021
The group recognised a total expense of £19.7 million during the e year (2020: £11.0 million) relating to equity-settled share-based payment
transactions.
EMPLOYEE STOCK OWNERSHIP PLAN ('ESOP')
The 2014 ESOP allows the grant of options to selected employees and executive directors of the group, based on a predetermined aggregate
EBITDA for the three financial years 2015 to 2017. The 2015 ESOP allows the grant of options to selected employees and executive
target
directors of the group. With the exception of Neil Catto (CFO), there are no performance criteria. Neil Catto's options are subject to achieving
performance criteria based on a predetermined aggregate EBITDA target and a measure of Total Shareholder Return for the four financial years
ending 2016 to 2020. The 2016 to 2020 ESOPs allow the grant of options to selected employees of the without
any performance criteria.
Options may be granted by either the board or the trustees of the Employee Benefit Trust.
Shares under option
Vesting period (years)
Expected volatility
Option life (years)
Expected life (years)
Risk free rate
Expected dividends expressed as a dividend yield
Total
27,674,091
pence
Weighted
average
exercise price
Number of employees
Shares under option
Vesting period (years)
Grant date
Share price at grant date
Exercise price
14/03/14
50.00
50.00
14
22/05/15
25.75
25.75
25
09/06/16
13/06/17
57.75
244.50
57.75
28
244.50
74
506,990
452,936
428,877
1,420,068
123.25
Expected volatility
17,272,062
165.43
Option life (years)
3
33.33%
10
3
36.33%
10
3
3
36.75%
10
40.85%
10
(1,782,377)
183.06
Expected life (years)
3
3
3
3.5
(5,109,478)
46.22
Risk free rate
0.976%
0.966%
0.523%
0.192%
38,054,298
150.52
Expected dividends expressed as a dividend yield
0%
0%
0%
0%
3,811,237
35.97
Possibility of ceasing employment before vesting
26%
16%
30%
30%
1,970,215 22,385,954
(645,931)
(1,140,645)
4,743,566
345,078
201.87
Expectations of meeting performance criteria
Fair value per option (pence)
78%
100%
100%
100%
11.93
6.64
14.76
73.35
(4,967,403)
170.49
(4,837,031)
137.27
Grant date
28/06/18
50,635,818
4,348,680
171.50
Share price at grant
date
98.77
Exercise price
Number of employees
201.95
201.95
278
6,409,229
30/04/19
245.70
266.95
11
23/07/19
03/11/20
219.65
272.95
80,358
219.65
339
8,950,604
272.95
523
14,562,824
3
44.17%
10
3.5
0.723%
3
43.14%
10
3.5
3
41.85%
10
3.5
3
36.56%
10
3.5
0.787%
0.434%
0.075%
0%
0%
0%
0%
Possibility of ceasing employment before vesting
Expectations of meeting performance criteria
Fair value per option (pence)
30%
35%
30%
30%
100%
85%
100%
100%
66.47
72.39
68.06
73.31
29 February
2020
Date of grant
no. of shares
Granted
during
the
year
no. of shares
Lapsed
during
Exercised
the year
during
the
year
no. of shares
no. of shares
28 February
2021
no. of shares
Exercise price
14/03/14
612,070
(16,840)
(88,240)
506,990
pence
50.00
22/05/15
837,836
(10,000)
(374,900)
452,936
25.75
09/06/16
745,915
(45,000)
(272,038)
428,877
13/06/17
3,847,500
28/06/18
7,582,802
(487,877)
(1,112,093)
(1,939,555)
1,420,068
57.75
244.50
Exercise period
14/03/17 13/03/24
22/05/18 - 21/05/25
09/06/19 08/06/26
Expected volatility was found using a historical volatility calculator with reference to the share price of competitors over a three-year period for
dates
grant
up to 2016 and from the company's share price volatility from 2017.
LONG TERM INCENTIVE PLAN ('LTIP')
The LTIPs allow the grant of options to executive directors and senior management of the group, based on a predetermined aggregate Earnings per
Share and Total Shareholder Return targets for three financial years. Options may be granted by either the board or the trustees of the Employee
Benefit Trust.
30/04/19
23/07/19
03/11/20
102,834
10,422,505
24,151,462
14,737,824
14,737,824
(17,150)
(1,425,859)
(175,000)
14,562,824
(3,289,819) (2,787,501) 32,811,966
(61,480) 6,409,229
(5,326) 80,358
(45,962) 8,950,684
13/06/2012/06/27
201.95 28/06/21 28/06/28
266.95 30/04/22 30/04/29
219.65 23/07/22 23/07/29
272.95 03/11/23 03/11/30
Date of grant
30/06/16
29 February
2020
no. of shares
434,971
783,062
Granted
during
the year
no. of shares
Lapsed
during
Exercised
during
28 February
the year
the year
2021 Exercise price
no. of shares
no. of shares
no. of shares
pence
434,971
1.00
Exercise period
30/06/19 29/06/26
13/06/17
28/06/18
1,088,382
03/10/18
11/12/19
03/11/20
252,514
2,288,000
(99,456)
(13,409)
(68,061)
(254,480)
(402,426)
(55,915)
281,180
1.00
13/06/2012/06/27
1,019,058
1.00
28/06/21 28/06/28
4,846,929
2,541,635
2,541,635
(47,778) 136,665
(77,813) 1,955,707
2,541,635
(435,406) (583,942) 6,369,216
1.00
03/10/21 03/10/28
1.00
1.00
21/04/22 21/04/29
03/11/2003/11/30
114
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