THE BOARD OF DIRECTORS OF MARTELA CORPORATION RESOLVED ON A DIRECTED SHARE ISSUE FOR THE GROUP’S KEY EMPLOYEES AND ON FINANCING THE SHARE ACQUISITIONS

     THE BOARD OF DIRECTORS OF MARTELA CORPORATION RESOLVED ON A DIRECTED SHARE ISSUE FOR THE GROUP’S KEY EMPLOYEES AND ON FINANCING THE SHARE ACQUISITIONS

Martela Corporation, Stock Exchange Release, 29.4.2024 at 15:00

Martela Corporation announced on 14 March 2024 a new Performance-based Matching Share Plan for the group’s key employees. The prerequisite for participation in the plan is that a participant owns and commits a number of company’s series A shares determined by the Board of Directors to the Plan. In order to implement the plan, the Board of Directors of Martela Corporation resolved on a share issue against payment directed to the target group and on financing the share acquisitions.

Directed Share Issue against Payment

A maximum total of 65,717 new series A shares in the company will, in deviation from the shareholders’ pre-emptive right, be offered in the share issue for subscription to the participants of the Performance-based Matching Share Plan 2024—2026.

The company has a weighty financial reason for the deviation from the shareholders’ pre-emptive right, since the purpose of the share issue is to encourage the participants to acquire and own the company’s series A shares as a part of the Performance-based Matching Share Plan 2024—2026 directed to them.

The share subscription period of the new shares will be from 3 May to 12 May 2024. The share subscription price for the new shares will be EUR 1.30 per share, which is the same as the trade volume weighted average quotation of the share during 1 March—31 March 2024. The new shares must be paid upon subscription. The share subscription price will be credited to the company’s reserve for invested unrestricted equity.

The new shares are estimated to be entered into the Trade Register and applied for public listing on Nasdaq Helsinki Ltd. in May 2024.

The decision on the share issue is based on the authorization by the Annual General Meeting of Shareholders held on 5 April 2024.

Financing Share Acquisition

As part of the implementation of the Performance-based Matching Share Plan, the Board of Directors has resolved to grant plan participants interest-bearing loans in the maximum total amount of 60,000 euros to finance the acquisition of the company’s shares. The maximum amount of the loan is 70 per cent of the participant’s investment in shares. The loans will be repaid in full on 31 December 2027 at the latest.

Participants in the Performance-based Matching Share Plan 2021—2023 who continue in the new plan will have the option to transfer the shares they acquired in the expired plan to the new plan and extend the possible loan from the company by two years so that the loans will be repaid in full on 31 December 2027 at the latest.

MARTELA CORPORATION

THE BOARD OF DIRECTORS

Further information:

CEO, Ville Taipale, tel. [phone]

CFO, Henri Berg, tel.- [phone]

Distribution

Nasdaq Helsinki
Main news media

www.martela.com

Martela is a Nordic leader specialising in user-centric working and learning environments. We create the best places to work and offer our customers the Martela Lifecycle solutions which combine furniture and related services into a seamless whole.