eQ PLC STOCK EXCHANGE RELEASE
4 September 2012, at 8:40 am
MIKKO KOSKIMIES INVESTS IN SHARES OF EQ PLC AS PART OF THE MANAGEMENT INCENTIVE SCHEME
The Board of Directors of eQ Asset Management Ltd, a subsidiary of eQ Plc (eQ), has today appointed Mikko Koskimies, M.Sc. (Econ.) as the new Managing Director of eQ Asset Management Ltd as of 1 October 2012. The Board of eQ has also appointed Mikko Koskimies as a member of the eQ Group's Management Team from the same day onward.
The Board of eQ has on the same occasion decided upon a new shareholding scheme for the eQ Group. The purpose of this scheme is to incentivise Mikko Koskimies by inducing him to buy and hold shares in eQ Plc, and thus seek to increase the shareholder value of eQ in the long term.
For the purpose of holding shares, a share issue will be directed to a company wholly owned by Mikko Koskimies. The subscription of shares will be financed by capital from the company wholly owned by Mikko Koskimies, and by a loan issued by eQ to the company. Thus, Mikko Koskimies and his company will genuinely bear shareholders' risk with respect to the subscribed shares.
In order to implement the above share investment scheme, the Board of eQ decided, based on the authorisation received from the annual general meeting of eQ held on 13 March 2012, to carry out today a share issue against payment directed to the company wholly owned by Mikko Koskimies. Through the share issue, a total of 1,200,000 shares were offered for subscription in deviation from the shareholders' pre-emptive subscription right. eQ has a weighty financial reason to deviate from the shareholders' pre-emptive right, as the shares will be issued to the company wholly owned by Koskimies in order to incentivise Koskimies and enhance the commitment as one of the Group's key persons.
The subscription price per share of the new shares is the volume-weighted average price of the company's share on OMX Nordic Exchange Helsinki Oy for 20 consecutive trading days immediately preceding the meeting of the Board that decided on the issuance of the shares, i.e. EUR 1.67 per share.
The company wholly owned by Mikko Koskimies has today subscribed for all the offered shares and undertaken to pay the subscription price by 14 September 2012. The Board has approved the share subscription. As a result of the share subscription, Mikko Koskimies owns approximately 3.48 % of the shares of eQ through his holding company.
An amount corresponding to the subscription price of the new shares, EUR 2,004,000 will be entered into eQ's invested unrestricted equity reserve. Rights to dividends and other shareholder rights will commence on the day when the new shares have been entered into the Trade Register and the shareholders' register of the Company. The shares will be entered onto the subscriber's book-entry account and will become subject to public trading on NASDAQ OMX Helsinki Oy after the shares have been entered into the Trade Register.
Due to the share issue, the amount of shares of eQ will grow from the present 33,297,198 shares to 34,497,198 shares. The share capital will not change as a consequence of the share issue. The shares subscribed for in the share issue represent approximately 3.48 % of the shares and votes of eQ after the share issue.
As part of the arrangement, eQ's board has today decided to grant the company wholly owned by Mikko Koskimies an interest-bearing loan of a maximum of EUR 1,336,000 in order to finance the subscription of eQ shares. The loan will be repaid in full at the latest five years from being granted. The company has the right to repay the loan prematurely at any time. The transfer of the shares owned by the company wholly owned by Mikko Koskimies is restricted for three years during the duration of the scheme.
Granting option rights to Mikko Koskimies
eQ's Board has today decided to grant Mikko Koskimies 200,000 option rights in accordance with the Company's option programme 2010 (50,000 2010B options, 50,000 2010C options, 50,000 2010D options and 50,000 2010E options).
The terms and conditions of the option programme 2010 were published in a stock exchange release on 18 August 2010 and are available in their entirety on the Company's website www.eQ.fi.
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Janne Larma, CEO of eQ Plc, had the following comment: 'I'm very happy to have Mikko Koskimies start work at eQ Asset Management's helm. With this in mind, we wish to incentivise Mikko and foster commitment in the long term, which is why we have agreed with him on the share arrangement and issue of options mentioned in this notification.'
Helsinki, 4 September 2012
eQ Plc
The Board of Directors
Additional information: Janne Larma, CEO, tel. +358 40 500 4366
Distribution: NASDAQ OMX Helsinki, www.eQ.fi
eQ Group is a Finnish group of companies that specialises in asset management and corporate finance operations. The Group offers services related to mutual funds, private equity funds and hedge funds as well as traditional asset management for institutions and individuals. The assets managed by the Group total approximately EUR 3.6 billion. In addition, Advium Corporate Finance Ltd, which is part of the Group, offers services related to mergers and acquisitions, real estate transactions and equity capital markets.
More information about the Group is available on our website at www.eQ.fi.