BOREO PLC – STOCK EXCHANGE RELEASE 10 JUNE 2022 AT 12.00 EET
The Board of Directors of Boreo Plc resolved on personnel share issue and matching share plan
The Board of Directors of Boreo Plc resolved on directed share issue to personnel in which new shares of the company will be offered to the personnel for subscription.
“Establishment of the personnel share issue and the matching share plan is an important step from the execution of company’s strategy as well as from the value creation perspective. Entrepreneurship is central in our operating model and we strive to support and enable our personnel to become owners of the company. Through these actions, we harmonize even more the interests of our shareholders and personnel”, says CEO Kari Nerg.
In the personnel share issue, a maximum total of 35,000 new shares in the company will, in deviation from the shareholders’ pre-emptive subscription rights, be offered for subscription by the personnel of the company and its subsidiaries, excluding the personnel to whom the share issue cannot be directed due to the economic sanctions imposed to Russia by EU. In case of oversubscription, the Board has the right to increase the number of the new shares offered, up to a maximum total of 40,000 new shares.
The subscription price is EUR 37.56 per share. The subscription price is based on the trade volume weighted average price of the company’s share on Nasdaq Helsinki Ltd during the period from 1 May 2022 to 31 May 2022 and on a discount of 10 per cent calculated thereof. The trade volume weighted average price of the company’s share during the said period was EUR 41.73 per share. The subscription period is from 14 June 2022 to 26 June 2022. The minimum subscription is 10 shares per person. The subscription price must be paid by 4 July 2022. The subscription price will be credited to the company’s reserve for invested unrestricted equity.
The Board of Directors also resolved on a Matching Share Plan directed to the company’s key employees in which the participants are entitled to receive matching shares gratuitously after the three-year matching period. The prerequisite for receiving the matching shares is that the participant subscribes shares in the personnel share issue within the subscription limits set by the Board of Directors. If the participant’s share acquisition prerequisite has been fulfilled and the employment or service relationship with a group company has not been terminated by the payment date, the participant will receive reward shares gratuitously according to the matching ratio decided by the Board of Directors. The Board of Directors has decided to offer the Matching Share Plan to approximately 35 company’s key employees, including the members of the Management Team members. The maximum amount of gross reward to be paid on the basis of the Matching Share Plan will not exceed the value of 15,000 Boreo shares, including also the cash proportion intended for covering the tax withholding obligation and matching shares for separately approved new key employees fulfilling the share subscription requirement after the share issue subscription window.
The terms and conditions of the personnel share issue are enclosed to this Stock Exchange Release. The result of the personnel share issue will be released approximately during the week 26.
The resolution on the personnel share issue is based on the authorization granted by the annual general meeting of shareholders on 19 April 2022.
Boreo Plc, CEO Kari Nerg, tel: +358 44 341 8514
Nasdaq Helsinki Ltd
Boreo in brief
Boreo is a company listed on Nasdaq Helsinki that creates value by owning, acquiring and developing small and medium sized companies in Northern Europe. Boreo's business operations are organized into three business areas: Electronics, Technical Trade and Heavy Machines.
Boreo’s main objective is to create shareholder value in the long-term. It aims to achieve this with an acquisition-driven strategy, creating optimal conditions for its businesses to increase sales and improve profitability, and by being a best-in-class home for its companies and personnel.
The Group's net sales in 2021 were EUR 146.5 million and it employs over 400 people in eight countries. The company’s headquarter is in Vantaa.
Terms and Conditions of the Personnel Share Issue 2022