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13 April 2007
Information regarding Netia’s stock options; appointment of the Chairman and the Deputy Chairman of Netia’s supervisory board
WARSAW, Poland – April 13, 2007 – Netia SA (“Netia” or the “Company”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services announced that:
1. to motivate members of the Management Board and senior manager to build the Company’s value, the Supervisory Board of Netia has awarded a total of 18,000,000 (eighteen million) stock options to three members of the Company’s Management Board. The options authorize their holders to subscribe for series K Company shares in accordance with the Netia Stock Option Plan dated 28 June 2002, as amended (see Current Report dated 11 April 2003) (the “Stock Options”). The stock options were granted to members of the Management Board as follows:
- Mr. Jon Eastick – 9,000,000 (nine million) Stock Options divided into tranches of: 3,600,000 Stock Options; 2,700,000 Stock Options; and 2,700,000 Stock Options;
- Mr. Piotr Czapski – 5,000,000 (five million) Stock Options divided into tranches of: 2,000,000 Stock Options; 1,500,000 Stock Options; and 1,500,000 Stock Options;
- Mr. Tom Ruhan – 4,000,000 (four million) Stock Options divided into tranches of: 1,600,000 Stock Options; 1,200,000 Stock Options; and 1,200,000 Stock Options.
The strike prices for the particular tranches of Stock Options awarded to Management Board members are: PLN 5.50, PLN 7.00 and PLN 8.25, respectively.
Furthermore, Netia’s Supervisory Board has consented to the granting of a total of 15,700,000 (fifteen million seven hundred thousand) Stock Options to the Company’s senior managers. Stock Options will be granted to the senior managers in two tranches and the strike prices for the particular tranches of Stock Options are: PLN 5.50 and PLN 7.00 respectively. The Supervisory Board authorized the President of the Management Board to grant Stock Options of the Company to senior managers in the future.
The Stock Options granted to members of the Management Board of the Company and to the Company’s senior managers shall expire on 20 December 2012.
The table below presents the key data concerning the dates of vesting of the Stock Options and the strike prices for a particular tranche (including Options granted to the CEO and COO - see Current Reports dated 16 February 2007 and 2 April 2007, respectively):
Earliest Exercise Date | ||||
Strike price | No. of Vested Stock Options | 15 February 2008 | 15 February 2009 | 15 February 2010 |
PLN 5.50 | Members of the Management Board | 2,640,000 | 3,960,000 | 6,600,000 |
Employees | 1,800,000 | 2,688,000 | 4,480,000 | |
Total | 4,440,000 | 6,648,000 | 11,080,000 | |
PLN 7.00 | Members of the Management Board | 1,980,000 | 2,970,000 | 4,950,000 |
Employees | 1,348,000 | 2,014,000 | 3,370,000 | |
Total | 3,328,000 | 4,984,000 | 8,320,000 | |
PLN 8.25 | Members of the Management Board | 1,980,000 | 2,970,000 | 4,950,000 |
Employees | 0 | 0 | 0 | |
Total | 1,980,000 | 2,970,000 | 4,950,000 | |
Sum | 9,748,000 | 14,602,000 | 24,350,000 | |
Under the terms of the Netia Stock Option Plan, where options are exercised at a market price above the relevant strike price, the participant receives a number of shares equivalent to the value of the difference.