MADE.L Regulatory News (MADE)

24 June 2021

Made.com Group Plc

(the "Company")

The following corrections have been made to the 'Director/PDMR Shareholding' announcement released on 21 June 2021 under RNS Number: 5395C 

1. The nominal value stated has been corrected to Ordinary Shares of 0.0001 pence nominal value each.

All other details remain unchanged. 

The full amended text is shown below. 

Director/PDMR Shareholding

Notification of Transactions by Directors/Persons Discharging Managerial Responsibility

On 21 June 2021 and as referenced in the IPO prospectus, one-off awards in the form of nil cost options over ordinary shares of Made.com Group Plc were granted under the Made.com Incentive Plan ("MIP") ("IPO Award"). In accordance with the requirements of Article 19 of the Market Abuse Regulation the table below sets out the number of shares over which IPO Awards have been granted to PDMRs (the CEO, CFO and COO) based on the IPO offer price of 200 pence per share.

IPO Awards will vest subject to the achievement of performance conditions and the individual's continued employment over the vesting period. Fifty percent (50%) of the IPO Award will vest two years from the date of grant and the remaining 50% will vest three years from the date of grant. Details of the conditions which are attached to the IPO Awards are set out on page 78 of the IPO prospectus and are also set out below:

● One-third of the IPO Award will vest based on an absolute total shareholder return ("TSR") performance condition ("TSR Condition"). TSR reflects the return received by a shareholder and captures both the change in share price and the value of dividend income, assuming dividends are reinvested. The portion of the IPO Award subject to the TSR Condition will vest if the Company's TSR (calculated on a compound annual growth ("CAGR") basis) is equal to or greater than 20% per annum at the TSR measurement dates. The TSR Condition will be measured two years from Admission and three years from Admission. If the TSR Condition is not achieved at the measurement dates then the portion of the IPO Award subject to the TSR Condition will lapse.

● One-third of the IPO Award will vest based on a gross sales growth performance condition ("Sales Growth Condition"). Gross sales is a key performance indicator for the Group and reflects sales at the point of transaction excluding applicable VAT. The portion of the IPO Award subject to the Sales Growth Condition will vest if the Group's gross sales (calculated on a CAGR basis) is equal to or greater than 25% per annum at the relevant measurement dates. The Sales Growth Condition will be measured over the period to the end of the financial year ending 31 December 2022 and the end of the financial year ending 31 December 2023. If the Sales Growth Condition is not achieved at the relevant measurement dates then the portion of the IPO Award subject to the Sales Growth Condition will lapse.

● One-third of the IPO Award will vest based on the individual's continued employment ("Continued Employment Condition") only. The portion of the IPO Award subject to the Continued Employment Condition will vest if the individual is employed by the Group two years from the date of grant and three years from the date of grant.

The Remuneration Committee will have the discretion to adjust IPO Award outcomes if it believes the outcome is not a fair and accurate reflection of business performance. The exercise of this discretion may result in a downward or upward movement in the amount of IPO Award earned resulting from the application of the performance measures. 

As referenced in the IPO prospectus, the Company will also shortly grant the first Performance Share Plan ("PSP") Awards under the MIP. Details of the PSP Awards, including the performance measures and targets will be communicated in a separate announcement once the PSP Awards have been granted.

Enquiries:

Scott Brooker

Deputy Company Secretary

Scott.brooker@made.com