The board of directors of SATS ASA ("SATS" or the "Company" and, together with its subsidiaries, the "SATS Group", OSE ticker "SATS") has resolved to implement a share investment program (the "Share Investment Program") for certain senior executives and certain other key employees who were employed by the SATS Group following completion of the 2023 share investment program (the "Eligible Employees"). The Share Investment Program is implemented with a view to align the interests of the Eligible Employees with those of the Company's shareholders.
The offer under the Share Investment Program (the "Offer") will allow Eligible Employees to apply for shares in the Company, subject to a three-year lock-up undertaking which entails a reduction in the fair market value of such shares (as further outlined below).
The Offer comprises up to 470,000 existing shares (the "Offer Shares"), which will be delivered to the Eligible Employees in the form of existing shares listed on the Oslo Stock Exchange held in treasury by the Company. The application period for the Offer will commence tomorrow, on January 11, 2024 at 09:00 hours (CET), and will expire on the same date, on January 11, 2024 at 16:30 hours (CET).
The offer price for the Offer Shares will be set to an amount equal to the volume-weighted average trading price for the Company's shares on the Oslo Stock Exchange during the ten trading days' period up to and including January 11, 2024, with a reduction of 25% which reflects the value reducing effect of the three-year lock-up period (calculated using the Black-Scholes model).
To facilitate one of the Eligible Employees' participation in the Share Investment Program, the board of directors has resolved that the Company will grant such person a loan to finance parts of the investment under the Share Investment Program. The loan granted by the Company will be on market terms, interest bearing and with security in the relevant Eligible Employee's shares allocated under the Share Investment Program.
The Shares acquired under the Share Investment Program will be delivered to the Eligible Employees in two tranches, subject to certain conditions being fulfilled. The first tranche comprises up to 420,000 Offer Shares, and will be settled through cash payments by the Eligible Employees. The second tranche comprises up to 50,000 Offer Shares and is expected to be settled through the loan provided by the Company to one of the Eligible Employees as described above. The granting of the loan by the Company will be carried out in accordance with Section 8-10 of the Norwegian Public Limited Liability Companies Act, and is therefore subject to, and conditional upon, inter alia approval by the 2024 annual general meeting to be held on 25 April 2024 and will be announced in the Norwegian Register of Business Enterprises (Nw. Foretaksregisteret). More information about the loan will be provided in the notice for the 2024 annual general meeting.
The Share Investment Program is in line with the guidelines on share-based remuneration for the Company's senior executives, as approved by the annual general meeting on 31 May 2023.
For further information, please contact:
Cecilie Elde, Chief Financial Officer, phone: +47 924 14 195
Jonas Sortland Fougner, Interim IR Manager, phone: +47 948 05 851
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This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
SATS ASA 
