Current Report No.: 26/2022
Date of preparation: 20.06.2022
Abbreviated name of the Issuer: CIECH S.A.
Subject: Long-Term Incentive Plan for the management
Legal basis: Art. 17.1 of the MAR – inside information
Text of the report:
The Management Board of CIECH S.A. (the “Company”) informs that on 20 June 2022, the Supervisory Board of the Company passed a resolution approving the Long-Term Incentive Plan of the CIECH Group for 2022-2024 for the key management of the CIECH Group (the “Plan”).
The intention of the Plan introduction is to harmonize activities of the key managers of the CIECH Group with the achievement of objectives contained in the CIECH Group Strategy for 2022 – 2024. Additionally, its goal is to motivate the management team to take action aimed at further development of the CIECH Group after 2024, as well as professionalization of management and keeping the key members of the management of the CIECH Group. As a consequence, the Plan is to ensure a stable increase in shareholder value and sustainable development of the CIECH Group, in line with the CIECH Group ESG strategy.
The criterions for the Plan implementation will be: (i) the achievement of a value growth by the CIECH Group in 2022-24 ("Generated Value") at a level of at least 20,5 % of the reference year, i.e. 2021 (the “Reference Year”) and implementation of the non-financial goals defined in the Plan, resulting from the CIECH Group's ESG strategy (the “ESG Goals”).
The Generated Value will be calculated as the difference in value of the CIECH Group (the "CIECH Group Value") generated at the end of 2024, compared with the same value at the end of 2021. The CIECH Group Value will be measured using the so-called TSR (Total Shareholder Return) indicator, taking into account among others: normalized CIECH Group's EBITDA, assumed multiplier for the CIECH Group's normalized EBITDA, consolidated net debt of the CIECH Group, the value of dividends paid, and cash inflows/outflows due to the issue/redemption of shares of the Company. The CIECH Group Value will be calculated on the basis of financial data disclosed in the audited consolidated financial statements of the CIECH Group. If the Generated Value is at a minimum level of 20,5 % of the Reference Year and the ESG Goals are achieved, a bonus pool will be created in the amount equal to 12 % of the Generated Value. The bonus pool will be paid out in 2025-2027, in equal parts each year.
Legal basis: Article 17.1 of the Regulation of the European Parliament and of the Council (EU) No. 596/2014 of 16 April 2014 on Market Abuse (the Market Abuse Regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (Official Journal of the European Union L No. 173, p. 1).
Signatures of the Company’s representatives:
Dawid Jakubowicz – President of the Management Board
Jarosław Romanowski – Member of the Management Board
