Digitalist Group Plc Stock Exchange Release 28 August 2019 at 09:10
On 27 August 2019, the Board of Directors of Digitalist Group Plc (“Digitalist Group” or “Company”) decided to issue option rights on the basis of an authorisation granted by the Annual General Meeting held on 2 April 2019.
The option rights will be distributed gratuitously as determined by the Board of Directors to key persons employed or recruited by a company belonging in Digitalist Group Plc’s group (“Group”) for the purpose of improving their commitment and motivation. Option rights may be distributed to a totally owned subsidiary of the Company insofar as they are not distributed to Group personnel. A subsidiary of the Company is not entitled to subscribe for shares on the basis of option rights.
The option rights will be marked as series 2019A1, 2019A2, 2019B1, 2019B2, 2019C1 and 2019C2. The maximum amount of option rights issued is 19,530,000 and they entitle to subscribe altogether a maximum of 19,530,000 of new Company shares. The Board of Directors may decide on any additional conditions related to the receipt of option rights and on the redistribution of option rights that later revert back to the Company.
Each option right entitles its holder to subscribe for one new Digitalist Group’s share. Shares subscribed on the basis of the option rights represent, on 27 August 2019, altogether a maximum of approximately 3 per cent of all Company shares and votes, corresponding to a dilution effect of approximately 3 per cent.
The subscription period for shares subscribed for under option rights 2019A1, 2019B1 and 2019C1 starts on 31 December 2021 and ends on 31 December 2023. The subscription period for shares subscribed for under option rights 2019A2, 2019B2 and 2019C2 starts on 31 December 2022 and ends on 31 December 2023.
The subscription price of a share subscribed for under option rights is EUR 0.06. The subscription price may be decreased by, inter alia, the amount of dividends paid and may also otherwise be subject to revision in accordance with the terms and conditions. The subscription price, however, may never be lower than EUR 0.01.
The complete terms and conditions of the option plan are appended to this stock exchange release and available on the Company’s homepage at https://investor.digitalistgroup.com/fi/investor/shares/option-schemes.
The theoretical market value of the incentive scheme is approximately EUR 0.5 million, which is recognized as an expense in accordance with IFRS 2 for the years 2019-2022. The expense recognition does not have cash flow impact.
The theoretical market value of the option rights has been calculated using the Black & Scholes model.
DIGITALIST GROUP PLC
Board of Directors
For more information, please contact:
Digitalist Group Plc
Hans Parvikoski, interim CEO, CFO, tel. +358 40 586 6154, [email protected]
Distribution:
Nasdaq Helsinki Ltd
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