Option programmes Stockmann plc has at the moment three option programmes:

  • Loyal customer share options 2006
  • Loyal customer share options 2008
  • Key employee share options 2006
  • Key employee share options 2010

Loyal Customer share options 2006

The Annual General Meeting held on 21 March 2006 approved the Board of Directors’ proposal on granting share options to Stockmann's Loyal Customers. In accordance with the resolution of the Annual General Meeting, a total maximum of 2 500 000 share options will be granted to Stockmann’s Loyal Customers without consideration. The share options will be granted to Loyal Customers whose purchases during 1 January 2006 – 31 December 2007, together with purchases made on parallel cards for the same account are at least EUR 6 000 in total amount. For purchases of at least EUR 6 000, a Loyal Customer will receive 20 share options without consideration. In addition, for each full 500 euros by which the purchases exceed EUR 6 000, the Loyal Customer will receive an additional two share options. The Loyal Customer purchases made by 31 December 2007, entitle to subscribe for a total of 1 998 840 options. Each share option entitles its holder to subscribe for one of the company’s Series B shares.

The subscription price is the volume‐weighted average price of the Series B share on the Helsinki exchange during the period 1 February – 28 February 2006, or EUR 33.35. The subscription price of a share to be subscribed for with the share options will be lowered by the amount of Stockmann plc dividends paid after the end of the determination period for the share price, counting from the record date up to the date of the share subscription. The remaining subscription period for the shares is 2 May 2010 – 31 May 2010. The subscription price after the rights issue of 2009 and the dividend payout for the 2009 financial year is EUR 27.93. In the spring 2008, a total of 1 373 846 Stockmann plc’s Loyal Customer share options were subscribed. During the share subscription period in 2008, a total of 364 Stockmann plc Series B shares with a par value of EUR 2.00 were subscribed. During the share subscription period in 2009 no shares were subscribed.

Options are earned by making purchases that are paid for with a Stockmann MasterCard, in cash, with a bank debit card or a Visa Electron/Maestro card. A Loyal Customer card must be registered when making a purchase. For more information on the share options for Loyal Customers, see: http://tavaratalot.stockmann.fi/group/suomeksi/kanta-asiakasedut/optiot/ (in Finnish only).

Customers were informed of the amount of share options in writing in February 2008. The subscription periods for the shares are in May 2008, 2009 and 2010.
Offering circular for the subscription of 2010 in Finnish 29.4.2010 (pdf)

Loyal customer share options 2008

The Annual General Meeting held on 18 March 2008 approved the Board of Directors’ proposal on granting share options to Stockmann’ � s Loyal Customers. In accordance with the resolution of the Annual General Meeting, a total maximum of 2 500 000 share options will be granted to Stockmann’s Loyal Customers without consideration. The share options will be granted to Loyal Customers whose purchases during 1 January 2008 – 31 December 2009, together with purchases made on parallel cards for the same account
are at least EUR 6 000 in total amount. For purchases of at least EUR 6 000, a Loyal Customer will receive 20 share options without consideration. In addition, for each full 500 euros by which the purchases exceed EUR 6 000, the Loyal Customer will receive an additional two share options. Each share option entitles its holder to subscribe for one of the company’s Series B shares. In accordance with the resolution of the Annual General Meeting on 17 March 2009, the subscription price is the volume-weighted average price of the Series B share on the Helsinki exchange during the period 1 February – 28 February 2009, or EUR 11.28. The subscription price of a share to be subscribed for with the share options will be lowered by the amount of Stockmann plc dividends paid after the end of the determination period for the share price, counting from the record date up to the date of the share subscription. The subscription periods for the shares are in May in the years 2011 and 2012. The subscription price after the rights issue of 2009 and the dividend payout proposed by the Board of Directors for the 2009 financial year is EUR 9.61.

Terms of the loyal customer share options 2008

Key employee share options 2006

The Annual General Meeting held on 21 March 2006 approved the Board of Directors’ proposal on granting share options to key employees of the Stockmann Group. A total of 1 500 000 share options will be granted to key employees belonging to the senior and middle management of Stockmann and its wholly-owned subsidiary. Of the share options, 375 000 will bear the marking 2006A, 375 000 the marking 2006B, 375 000 the marking 2006C, and 375 000 the marking 2006D. The subscription period for shares with share
option 2006A is 1 March 2008 – 31 March 2010; with share option 2006B, 1 March 2009 – 31 March 2011; with share option 2006C, 1 March 2010 – 31 March 2012; and with share option 2006D, 1 March 2011 – 31 March 2013. The subscription period for shares will not, however, commence with the 2006B and 2006D share options unless the criteria linked to the Group’s financial targets as determined by the Board of Directors prior to the distribution of these share options have been met. Those share options 2006B and 2006D in respect of which the criteria determined by the Board of Directors have not been met shall lapse in the manner decided by the Board of Directors. Of 2006B share options, 187 500 have lapsed. One share option will entitle its holder to subscribe for one Stockmann plc Series B share.

The subscription price of the share with share options 2006A and 2006B will be the volume-weighted average price of the company’s Series B share on the Helsinki exchange during 1 February – 28 February 2006, plus 10 per cent or EUR 36.69, and with share option 2006C and 2006D, the volume-weighted average price of the company’s Series B share on the Helsinki exchange during 1 February – 29 February 2008, plus 10 per cent or EUR 31.02. On the record date for each dividend payout, the subscription price of the shares to be subscribed for with share options will be lowered by the amount of dividends declared after the commencement of the period for determining the subscription price and prior to the share subscription. The subscription price after the rights issue of 2009 and the dividend payout proposed by the Board of Directors for the 2009 financial year on the basis of option A and option B is EUR 31.27 per share and of option C and option D EUR 28.00 per share.

Key employee share options 2010

In accordance with the proposal of the Board, the Annual General Meeting resolved that, in deviation from shareholders' pre-emptive rights, the key personnel of Stockmann and its subsidiaries be granted 1 500 000 share options. The deviation from the shareholders' pre-emptive rights is proposed because the share options are part of the incentive and commitment scheme for the Group's key personnel and constitutes an important element in maintaining the Company's competitive advantage on the international recruitment market. Of these share options, 500 000 will be classified as share options 2010A, 500 000 as share options 2010B and 500 000 as share options 2010C. The subscription period for the share options 2010A will be 1 March 2013 - 31 March 2015, for the share options 2010B 1 March 2014 - 31 March 2016 and for the share options 2010C 1 March 2015 - 31 March 2017. Each share option entitles its owner to subscribe for one (1) Stockmann plc Series B share, which means the share options entitle their owners to subscribe a maximum total of 1 500 000 shares.

The subscription price for the share option 2010A will be the trade volume weighted average quotation of the company's Series B shares on the Helsinki stock exchange during the period 1 February - 28 February 2010 increased by 20 per cent, or 26.41 euro per share. After deduction of the dividends paid in April 2010, the subscription price is EUR 25.69 per share. The subscription price for the share option 2010B will be the trade volume weighted average quotation of the company's Series B shares on the Helsinki stock exchange during the period 1 February - 28 February 2011 increased by a minimum of 10 per cent, and for the share option 2010C the trade volume weighted average quotation of the company's Series B shares on the Helsinki stock exchange during the period 1 February - 29 February 2012 increased by a minimum of 10 per cent. The share subscription price of the share options will be decreased on each record date for dividend distribution by the amount of dividend decided after the beginning of the subscription price determination period but before the share subscription.

Page updated on: May 5, 2010