CVT
05/09/2014 17:28
GENERAL
REL: 1728 HRS Comvita Limited
GENERAL: CVT: 772,500 Redeemable Ordinary Shares Issued
772,500 redeemable ordinary shares issued to Comvita Share Scheme Trustee
Limited
The Board of Comvita has agreed to issue a further 772,500 shares under the
Comvita Partly Paid Share Scheme established and approved by the shareholders
in 2006 and amended in September 2009.
This new issuance to existing staff broadens the Scheme to now cover a total
of 47 executives of Comvita. We now have 1,769,000 shares in the Comvita
Partly Paid Share Scheme, being 5.15% of total shares on issue (including
partly paid shares). The issue price is $3.67 per share, being the 10 day
Volume Weighted Average Price (VWAP) at the last 10 trading days on the NZX.
The Board believe the essential merits of the Scheme are as relevant today as
they were 8 years ago, i.e. aligning the interests of the Executive with the
shareholders through incentivising them to grow the value of the Company. It
is also designed to assist the Company to attract, motivate and retain key
employees.
The key terms of the Scheme are:
- The Executive must be employed at the time of vesting.
- 50% vest 2 years after issue date; 25% vest 3 years after issue date; 25%
vest 4 years after issue date
- In order for the shares to vest, the Share Price Hurdle must be met.
Simply, for the employees to be allowed to pay the $3.67 per share at
vesting, the market price of Comvita's shares must increase between now and
vesting date by the weighted average cost of Comvita's capital each year less
any dividends paid by Comvita.
Note, more detailed description of the Scheme is contained in the attached
Explanatory Note.
Contact: Neil Craig, Chairman, Comvita Limited
Ph: 021 731 509
772,500 redeemable ordinary shares issued to Comvita Share Scheme Trustee
Limited
We hereby advise the NZX in accordance with NZSX Listing Rule 7.12.1 that
Comvita Limited ("CVT") has issued securities, the details of which are as
follows:
(a) Class of Security and ISIN: Partly Paid Redeemable Ordinary Shares
NZCVTE000157
(b) the number issued or acquired: 772,500;
(c) the nominal value (if any) and issue or acquisition price: $3.67 per
share;
(d) whether payment was in cash: Offer to Company Executives under the
Comvita Limited Partly Paid Share Scheme with payment of one cent per share
paid in cash upon issue;
(e) any amount paid up (if not in full): one cent per share;
(f) the principal terms of the Securities (other than for Quoted Securities):
Issued in accordance with the terms of the Comvita Limited Partly Paid Share
Scheme;
(g) the percentage of the total Class of Securities issued or acquired: 2.37%
of issued Ordinary Shares before this share issue;
(h) the reason for the issue or acquisition: Offer to Company Executives
under the Comvita Limited Partly Paid Share Scheme;
(i) the specific authority for the issue or acquisition (if any): Directors
Resolution;
(j) any terms or details of the issue or acquisition (such as an escrow
provision): The key terms are set out in the attached Explanatory Note;
(k) the total number of Securities of the Class in existence after the issue
or acquisition: 1,769,000 Partly Paid Redeemable Shares which are not quoted.
Quoted Ordinary Shares remain unchanged at 32,566,395;
(l) in the case of an acquisition of shares by an Issuer which is a company
registered under the Companies Act 1993, whether those shares are to be held
as Treasury Stock: N/A; and
(m) the dates of issue or acquisition: 5th September 2014.
End CA:00254946 For:CVT Type:GENERAL Time:2014-09-05 17:28:52
