Malta, 22 April 2020
Kambi Group plc Addendum: NOTICE OF KAMBI GROUP PLC ANNUAL GENERAL MEETING 2020
The vesting period for the share option plan as described in the explanatory note regarding the information about proposals related to Agenda item 17 (resolution j) has been updated due to a typographical error in the original note, the change being to amend the vesting period from 5 years to 3 years. There are no changes in the Agenda item or resolution, and this is the only change made to the below text. The explanatory note now reads as follows:
The Board proposes the establishment of an executive share option plan (Share Option Plan 2020). This will provide continuing share incentives for managers and senior staff of the Company (both existing and yet-to-be recruited). The scheme should provide an ongoing retention/reward horizon for participants after June 2020.
The intention of the Share Option Plan 2020 is that the awards will be given to approximately 50 key members of staff, with the focus on providing a balanced overall remuneration package.
The options will have a 3-year vesting period. Up to 5% of issued share capital will be available for the new share option plan over a period of 5 years, with a maximum of 1.5% per calendar year.
Awards will be subject to performance conditions and will require that pre-determined levels of financial performance (based on key financial targets, including EBIT, as set by the Board) are achieved before the share options can be exercised. The options will only be exercisable if the financial targets set by the Board are achieved during the 3-year vesting period. Performance against the relevant EBIT targets will be disclosed in each Annual Report following the relevant vesting period.
It is proposed that the options are issued with an exercise price range between 10% – 25% above the average share price in the 10 working days prior to the issue of the options. This range will be determined by the Board prior to each grant at its discretion based upon relevant factors.
For the purposes of Article 88(7) of the Companies Act, through this resolution the members of the Company are also authorising the Board of Directors to restrict or withdraw the members’ right of pre-emption that would normally entitle members to be offered the options in proportion to their shareholding in the Company before such options can be offered to third parties.
Kambi is a provider of premium sports betting services to licensed B2C gaming operators. Kambi Group plc is listed on First North Growth Market at Nasdaq Stockholm. Our services encompass a broad offering from front-end user interface through to odds compiling, customer intelligence and risk management, built on an in-house developed software platform. Kambi’s 20-plus customers include 888 Holdings, ATG, DraftKings, Kindred Group, LeoVegas, Penn National Gaming and Rush Street Interactive. Kambi employs more than 850 staff across offices in Malta (headquarters), Australia, Romania, the UK, Philippines, Sweden, Australia and the United States.
Kambi utilises a best of breed security approach and is ISO 27001 and eCOGRA certified. Kambi Group plc is listed on Nasdaq First North Growth Market under the symbol “KAMBI”.
The Company’s Certified Advisor is Redeye AB, Certifiedadviser@redeye.se, Tel: +46 (0)8 121 576 90.