CapMan Board resolved on a new investment-based long-term incentive plan for key employees and shortened the performance period of the 2018 incentive plan by one year

February 4, 2020

CapMan Plc Stock Exchange Release
4 February 2020 at 11:30 a.m. EET

CapMan Board resolved on a new investment-based long-term incentive plan for key employees and shortened the performance period of the 2018 incentive plan by one year

The Board of Directors of CapMan Plc (the “Company”) has resolved to establish a new Performance Share Plan 2020-2023 (the “Plan”) for CapMan Group management, as well as selected Group key employees. The participants are committed to shareholder value creation by investing a significant amount into the CapMan Plc share, which is the prerequisite for the participation in the Plan. In addition, the aim of the new long-term incentive plan is to retain the Plan participants at the Company’s service, and to offer them a competitive reward plan based on owning, earning and accumulating the Company’s shares.

The new Plan includes one performance period. The performance period will commence on 1 April 2020 and end on 31 March 2023. The participants may earn a performance-based reward from the performance period.

The prerequisite for receiving reward on the basis of the Plan is that a participant acquires Company shares or allocates previously owned Company shares up to the number determined by the Board of Directors. The performance-based reward from the Plan is based on the Company share’s Total Shareholder Return (TSR) and on a participant’s employment or service upon reward payment.

The rewards from the Plan will be paid fully in the Company’s shares in 2023. The Board of Directors shall resolve whether new shares or existing shares held by the Company are given as reward. As a general rule, no reward will be paid, if a participant’s employment or service ends before the reward payment. The shares paid as reward may not be transferred during the lock-up period established for the shares. The lock-up period will end in April 2024.

The target group of the Plan consists of approximately 20 people, including the members of the Management Group. The rewards to be paid on the basis of the performance period amount up to a maximum of approximately 4.5 million CapMan Plc shares, indicating a dilution of less than 3.0 per cent.

As a general rule, a participant must hold a minimum of 25 per cent of the shares given on the basis of the Plan, until the participant’s shareholding in the company in total corresponds to the value of the participant’s fixed annual gross salary and for as long as the participant’s employment or service in a company belonging to the Group continues.

Following the new Plan, CapMan Plc’s Board of Directors shortens the performance period of the investment-based long-term incentive plan launched in 2018 by one year and correspondingly reduces the reward amount from the 2018 plan by one-third. The Board of Directors will propose to the 2020 Annual General Meeting an authorisation for the issuance shares, pursuant to which the Board would direct a maximum of 3.8 million Company shares to the target group of the 2018 plan.

Andreas Tallberg, Chairman of the Board of CapMan Plc: “I am very pleased with the performance of the Company these past years. Strategic objectives have been achieved ahead of schedule and the Company’s financial situation is good. The Company has completed several key recruitments to develop shareholder value further, and therefore it is important to create a new plan to, among others, incentivise these new key persons. I am certain that these changes in the Company’s long-term remuneration play a part in the establishment of the Company’s continued strong growth.”

CAPMAN PLC
Board of Directors

For further information, please contact:
Andreas Tallberg, Chairman of the Board of Directors, CapMan Plc, tel. +358 40 700 2252

DISTRIBUTION
Nasdaq Helsinki Ltd
Principal media
www.capman.com

About CapMan
CapMan is a leading Nordic private asset expert with an active approach to value creation. We offer a wide selection of investment products and services. As one of the Nordic private equity pioneers, we have developed hundreds of companies and real estate assets and created substantial value in these businesses and assets over the past 30 years. With over €3 billion in assets under management, our objective is to provide attractive returns and innovative solutions to investors. We have a broad presence in the unlisted market through our local and specialised teams. Our investment strategies cover Private Equity, Real Estate and Infra. We also have a growing service business that includes procurement services, fundraising advisory, and analysis, reporting and wealth management services. Altogether, CapMan employs 140 people in Helsinki, Stockholm, Copenhagen, London and Luxembourg. www.capman.com